Starshine! Pretty Cure
by riynashay
Summary: 35 years ago, 12 Pretty Cure fought against an enraged Ophiuchus and nearly all of them lost their lives. In the present day, Hirui Hidama has left her days of being a Pretty Cure far behind her, happy to be a mother of 3. But what happens when Ophiuchus rises again - and worse yet, when it's Hirui's DAUGHTER who must rise and become a Pretty Cure?
1. Star Power

_The entire city had been ruined. Rubble and decimated buildings for miles, no civilians seen for just as far. What hadn't been destroyed crawled with darkness, writhing and destroying whatever was left. The sky was black and red, rumbling with something ominous, something evil. And with a burst of darkness, a thud rang out against the pavement._

_And then, seconds later, twelve more thuds, each sounding harder than the last. Silence followed, before a faint series of groans._

_Leo gasped as her eyes fluttered open, a groan escaping her before she could stop herself - it hurt to breathe. With a whimper, the small girl glanced around, almost relieved to see her fellow Cures - an array of reds, blues, golds and purples - though the relief faded as she saw they were just as injured as she was. The girl squinted, vision becoming more red-tinged, the ache (and blood) coming from her forehead seconds later. Leo knew she should be scared and she was, somewhere amidst all the pain - but she had to keep fighting. She was a Pretty Cure, a defender of Earth, a legendary warrior. Leo's pained gaze flicked around and she could see the same realization coming to the rest of the Cures._

_Somewhere, far above, Ophiuchus screamed with rage. "Get up! GET UP!" she demanded. "I'll make you suffer before I kill you!"_

_Leo rose to a sitting position, trembling with the effort. Her uniform was torn, she could barely see through the agonizing pain. The small girl could feel bitter tears streaming down her cheeks, the fear ramming into her with the grace of a semi-truck._

_There was nowhere to run._

_There was no way they could win._

_"Leo."_

_Instinctively, Leo looked up, greeted by blues. Scorpio - their leader, one of the water Cures - looked down at her, offered a shaking hand to Leo. With monumental effort, Leo pulled herself to her feet with Scorpio's help, swaying and shuddering once she was upright. It** hurt.** The small girl flinched when Scorpio ruffled her hair - even that hurt. "...I-I can keep fighting." Leo said as a reflex._

_Scorpio shook her head. "No."_

_The solemn look on Scorpio's face scared Leo - immediately she shook her head, desperate to protest it. "B-but - !"_

_"Leo, Leo please..." Ursa spoke up, lumbering over, just as injured as the Cures were. (Leo found herself staring in horror - it was such an alien thing, seeing Ursa so hurt.) The hulking, bleeding mass of a mother bear - fur shimmering like she was the night sky given the form of a bear - butted her head against Leo's leg to get her attention. "You have to go - no arguing." The bear looked sternly at Leo when the girl readied to protest again. "You have a life to live, Leo - "_

_Leo's stomach sunk. No, no no no, they were talking like -_

_Like -_

_But in the time it took the girl to realize what this meant, Scorpio shoved a lump into her arms. Leo blinked, startled, and looked down, double-taking slightly. Usami - Ursa's son, who looked less like a bear cub and more like a cute little teddy bear with his pale blue fur and darker blue linings on his arms and feet, the bear's belly also colored in that darker blue, as well as the inside of Usami's ears - which were decorated with golden stars. The black collar around Usami's neck was decorated with a gold star, as well as three small gold orbs. The lump that was Usami shuddered in pain, Leo realizing with horror that he was bleeding as well. Grip tightening protectively around him, Leo stood her ground, refusing to move. "Libra, talk some sense into her!" Nothing. "Gemini, you can't tell me this is okay!" Nothing. "Taurus, Capricorn, Cancer...?"_

_Silence._

_Ursa gritted her teeth. "...I'm sorry, Leo, Usami." she whispered. Glowing with power, a burst of light sprang forth from the guardian bear, surrounding both Leo and Usami like a capsule - a shield, Leo realized, as banging against it yielded nothing. The girl let out a yell when the capsule of light jettisoned backward, sending both Leo and Usami from the wreckage. Usami, having woken due to Leo's panic, joined in her yells, both trying desperately to change their minds - but nothing worked._

_They didn't get far. Leo and Usami could only watch as twelve lights - the eleven Cures and Ursa - pooled together and blazed bright, a pillar of light shooting straight for the floating Ophiuchus in the sky. Ophiuchus shot back with her own power, darkness fighting against light -_

_- and then there was an earth-shattering explosion._

_Wind and wreckage whipped around in every direction, ruining the city even more. There was silence, the dark form of Ophiuchus hovering in the sky. Twelve lights shimmered around her - and then Ophiuchus vanished. 4 lights shot away, streaking across the sky before disappearing to parts unknown._

_Leo and Usami held their breaths. Had they...?_

_The capsule of light shattered, dropping the two unceremoniously on the ground._

_They hadn't._

_Leo felt it first - the loss of all her fellow teammates - and the girl dropped to her knees, silent tears streaming down her cheeks. Usami realized it second, the small bear bursting into heartbroken tears, before howling in misery:_

_"MAMAAA!"_

* * *

**OP:** "Purikyua ✰ Wish!" - StarSHINE

**EPISODE 1** - "My teddy bear talks?! What's a Pretty Cure, anyways...?"

* * *

Hirui Hidama gasped, jerking awake and struggling to control her panicked breathing. Eyes wide and heart racing, the woman sat up, running her fingers through her red hair. Gritting her teeth, Hirui found herself shaking her head, as if it would dispel the images playing in her head right that second. She didn't want to remember it, didn't want to think of it - that was what she told herself. And yet, the memories continued to plague her.

Slipping out of bed, Hirui laughed bitterly. She deserved it though. She'd left them - she could have broken out of it, that she was sure of now - and because of that, they had died.

"MAMAAA!"

Hirui felt herself pale. Was she hearing things now? The nightmares were bad enough, but if it was getting beyond that now...

"MAMAAAA!"

Wait.

That didn't sound like Usami.

_"MAMAAAAA!"_

The door to Hirui's bedroom flew open with a bang, making the woman flinch, steeling herself to not jump at the unwelcome noise. The woman glanced over toward the doorway...

...and offered a nervous smile to her newcomer. "Good morning, Mei."

Mei Hidama, however, didn't look up for laughter. Auburn hair still unbrushed and school uniform in disarray, the girl glared at her mother, cheeks puffed out in indignation and gray eyes narrowed in immense displeasure. "You didn't wake up early!" she accused, the girl's arms folded around her chest in a huff. "I can't get ready for school because Kouta and Miyo - "

Hirui winced. Kouta and Miyo could be a handful in the mornings. The woman raised her hand to silence her daughter, smiling apologetically. "I'll handle them, go get dressed." the woman added a shooing motion after glancing at the clock, but Mei remained at the door, the girl's expression shifting to one of worry.

"...mama?"

Hirui blinked - she would never get used to how quickly Mei switched moods. "Yes, Mei?"

The girl frowned, pausing for a long moment. Then - "It'll be okay!" - complete with a bright smile, thumbs-up and a fierce nod. Hirui blinked again, about to ask what had prompted this, but Mei interrupted her. "You look like you needed to hear that!" And with that, the girl hurried off. Speechless, Hirui could only watch as Mei darted back to her own bedroom, the girl trying to smooth out her uniform and brush her hair at the same time. The mother found herself laughing at the absurdity of it, before sighing. Was she that transparent?

A clatter in the kitchen jolted her out of her thoughts and Hirui maneuvered the hall, dodging toys and stray shoes - goodness, this morning had been a whirlwind! Reaching the den, she frowned, finding the source of the noise - Miyo had tried to pour cereal for herself and milk and cereal had spilled everywhere. Kouta, on the other side of the table, shifted guiltily - he obviously hadn't bothered helping his little sister out. "Go finish getting ready." she told her son, "Or else Mei will leave without you."

As if Mei was listening in, there was a cry from down the hall: "I'm almost donnneeee!"

Hirui bit back a laugh at Kouta's panicked expression - Mei was notorious for leaving on time, and when left to his own devices, Kouta wouldn't have time to see his friends before class. With a quick apology, the redhaired 12 year old hurried off to comb his unruly hair and get the rest of his uniform on. Chuckling now, Hirui moved to clean up the mess, ushering Miyo to go and entertain herself with TV for a bit - the 5 year old wouldn't need to go to school for another hour or so.

Miyo had just gotten settled on the couch when she gasped, realizing something. "Mama~!" she said, brown eyes alight. "I want omurice!"

Hirui laughed. "Yes, yes, I'll get that started..." she assured, wiping up the last of the mess. She almost sighed in relief at seeing the rice cooker on - Kouta may not have wanted rice, but Mei obviously had, and that would save on some of the cook time. There was still some chicken and tomato sauce left over from the other day, wasn't there? But as the woman made a grab for the eggs -

"Okay mama, we're off!"

"Neesan, _wait_...!"

Hirui turned to wave goodbye, but Mei and Kouta were already off, out the door and around the corner. "Be safe!" she couldn't help but holler, getting a duo of "See you laterrrr~!" in response. Shaking her head at the antics of her children, she busied herself with breakfast preparations, getting the omurice done with ease. But when Miyo started eating, Hirui couldn't help but feel troubled.

Silently, the woman slipped out of the den and into the hall, absently picking up things and putting them away before she gently pushed the door to Mei's room open. "Usami?" she asked quietly, frowning. Whenever the woman had nightmares, she always discussed with the small bear about it. But - huh. That was funny, wasn't Usami usually on Mei's dresser? "Usami?" she asked again, brows furrowed in concern.

Nothing but silence. Hirui felt herself paling.

Usami was gone.

* * *

In a place far from Hirui's concerns as to where Usami had gone, was a realm of darkness. It stretched as far as they eye could see and then some - nothing in the darkness but a floating mass...of all things, a ruined city, trash, skeletons and broken buildings littered across the land. What had caused all this damage? It couldn't really be said. Whatever had been here was no more, and whatever was left had been ruined a long time ago.

All except the one, lonely tower of gray at the very center of the floating land. There was nothing special about it - no distinctive features. It rose from the destruction, a pillar of solidity against the ruined landscape and the skyless darkness. This place was The Void.

One figure stood at the entrance to the tower - a young boy, he couldn't have been older than 12. His short, two-toned hair of gray and black was odd, as was his outfit of a black sleeveless turtleneck and pale green shorts, along with the thick black gloves and cape secured over his shoulders, but it was surely not as odd as a landmass floating in darkness. Red eyes narrowed, the boy made a disgruntled noise and stepped inside. There was no epic spiral staircase, no room at the top of the tower - rather, it was hollow, only containing a single floor. The ground floor was plain, its only furniture being an oddly frilly and fancy canopy bed - a bed far too large for its only occupant, a small, frail girl the same age as the boy. While a thick, fluffy blanket obscured most of her form, her dark purple hair could be seen, which contrasted starkly with her deathly pale skin. The hint of a plain white nightgown could be seen, making the color of her hair even more evident. The small girl was asleep, looking rather peaceful, and a small smile graced the boy's lips.

Like the darkness that surrounded the landmass, the inside of the tower was dark as well - but unlike the outside, the tower had light. For filling the hollowed tower were countless glowing lights, floating all around like fireflies, starting from the canopy bed and extending all the way to the ceiling - where ever that was - were stars.

The entire tower was filled with constant, glowing stars.

Smile vanishing, the boy's eyes narrowed even more. It was a beautiful sight, and one that surely meant he had triumphed many times - but it only served to make him unhappy. His steps echoed eerily against the empty place.

The girl in the canopy bed stirred, though her eyes stayed shut. "Rasal...?" she asked weakly, only barely managing to turn her statement into a question.

"He left. Cebalrai too." the boy answered, scowling. Apparently there was a plan he'd been left out of.

"Marfik." she said, only managing the faintest note of comfort. "Where - "

" - more stars." Marfik said flatly, taking a step closer. The annoyance he felt faded into worry. "Ophiuchus, are you...?"

" - okay?" the girl finished, a smile on her face for the scantest of seconds. The bed-ridden girl attempted to pull herself into a sitting position, but couldn't. "I'm just tired." she added as an afterthought. Hair framing her face, the small girl finally opened her eyes - if one could even call them that. For instead of actual eyes, there was nothing but pure darkness seeping out of her eyesockets, which proceeded to surround her - hazy, smoky tendrils of darkness floating every which way.

Marfik bit his lip, suppressing a shudder. It had been 35 years, but he couldn't get used to that. Somehow, some way, Ophiuchus was still able to see despite the whole lack of eyes. Not for the first time, the boy found himself wondering what the world looked like to his leader. "I - I'm going to go on star duty."

Ophiuchus's brows creased for a second - she didn't want him to leave. "Can't you wait until Rasal and - "

"You're not looking well." Marfik answered, a little more sternly than intended.

Ophiuchus nodded just once. Then: "You have to come back."

Marfik wondered for a moment if that was actual worry in her tone or if he was projecting and just wanted her to be worried. Either way, he smirked. "Don't I always?" And with a swish of his cape, the boy was gone.

He reappeared in an alley, his clothing having changed to blend with the human populace, and stepped out to meet the crisp morning of where ever this strange place was. He felt ridiculous wearing a baggy shirt and jeans, and felt even sillier wearing a baseball cap, but no one would notice him this way, right? Previous missions had ended badly when he'd walked around in his normal attire, and then there had been the strange people who kept calling him a cosplayer, whatever that was...

"OUT OF THE WAAAYYYYY~!"

Marfik blinked and squawked when he realized a blur of brown (a uniform, was that what it was called?) was speeding right at him. He moved to avoid it but too late - the auburn-haired, pigtailed girl ran straight into him, sending him smacking into the ground hard. The girl herself lost her balance, but righted it at the last second, leaping over the fallen Marfik and taking off again. "Sorrrryyyy, but I warned you!" she called out.

"Neesaaannnn - ohgodi'msosorryshe'snotnormallylikethissorrysorryy yy!" a redheaded boy said quickly, rushing past the fallen Marfik. "Neesannnn, waiiiitttt!" he hollered after the pigtailed girl, struggling to catch up with her.

"It's your fault we're running late! I'm never trusting you with shortcuts again, Kouta!"

"Ehhh?! I_ said_ I was sorry...!"

Marfik grumbled curses under his breath as he got to a sitting position, about to shout at the two of them, but something caught his eye - a gleaming telescope, painted dark blue and decorated with constellations, a pink bow tied to the base of it. When the boy picked it up, he noticed the nameplate near the lens...

"What kind of name is 'Mei'...?" he wondered aloud. It had to belong to the girl - no boy he knew would enjoy something so obviously girly. But judging by the fact it looked like it had been a treasured object of the girl's for many years...

...Marfik found himself smirking, grip tightening on the telescope. Yes, yes he could do something with this.

* * *

"Mei-chan, maybe you left it at your desk..."

Mei Hidama let out a long noise of aggravation, startling several of her classmates, and startling even more of them when the girl turned to glare at them. "It's not at my desk because I didn't take it out of my bag!" she snapped, anger fading when she noticed the shocked looks on their faces. Mei was known for always being cheerful - not for getting angry, and especially not because of a telescope. "Sorry..." she mumbled, "It's just - the telescope's _important_ to me..."

Her stomach growling reminded her she was wasting her lunchtime. She couldn't just keep searching through her bag - she'd done that several times with no results. Everything she expected to be there was there - well, except for the addition of Usami, her stuffed bear, she didn't remember putting _that_ in her bag...maybe Miyo had put Usami there? She didn't know and it didn't matter! She needed that telescope. Glaring at her bag, as if it was its fault, she continued to search even more...

...and only stopped when someone put a hand on her shoulder. Mei jumped, looking over her shoulder to see a grinning face. The girl was a little taller than she was and tanned, which complimented the browns of their winter uniform. The girl's hair was short and black, fanned out on both sides, fairly unremarkable save for the stubborn ahoge that refused to stay down, and the green color of her eyes only served to make her grin look even friendlier. Mei smiled a little. "Ushio-chan..." Ushio Hoshizora was another classmate and one of her friends - her best friend, in fact.

"C'mon, Mei, you can keep looking after school, right?" Ushio continued to grin, giving Mei a pat on her shoulder.

Mei frowned. "But - " she started to protest, stopping when her stomach rumbled again. This time, Mei had the sense to blush. "All right, all right..." she sighed in defeat, making a grab for her cloth-covered bento. This time, she managed a smile - a hopeful one. "The usual spot, Ushio-chan?"

Ushio cringed, then clapped her hands together in a prayer of forgiveness, shutting her eyes and smiling nervously. "Actually, there's some club stuff I need to hash out over lunch..."

Mei hid her disappointment with a laugh, waving her hand in dismissal. "No no, it's okay! See you after school?"

Another cringe.

"If we get a chance?" Mei added. Ushio was always doing something or other with the Marine Life club. The pigtailed girl smiled when Ushio nodded, giggling when her friend hurried off - and had to bite back a laugh when she could hear Ushio smacking into a wall outside. Always so clumsy...

Apologizing to her classmates for the outburst, Mei retrieved her things and headed out, down the hall and up the steps - up and up until she reached the roof access door. Etoile Academy wasn't a very big school in any sense of the word - the building was fairly standard and the school housed maybe 800 students total - and because of that, most students were happy to eat in the cafeteria. But the roof was never stated to be off-limits, and when she and Ushio had figured this out a few years back, they'd made a habit of eating on the roof. Smiling at the memory, the pigtailed girl reached for the handle - and was pleasantly surprised that the door was already ajar. It swung open with ease, and Mei stepped onto the roof, blinking at the bright sunlight.

There, in the furthermost corner, was another girl. Small and pale, wearing the long-sleeved version of their uniform, which only served to make her more mousy looking, her short, straight cut dark green hair pulled back with a blue bow - Sumire Mabataki, another student from her class. How many years had they been classmates? Mei wasn't sure, but she was starting to realize that she and Sumire had never really...spoken before. Her classmate not having noticed her, Mei took a few tentative steps forward, clearing her throat. "...Mabataki-san?"

Sumire looked up in alarm, freezing once she'd noticed Mei. (The pigtailed girl couldn't help thinking of a deer in the headlights - Sumire had that same expression, what with the girl's hazel eyes as wide as they were.) Hurriedly, Sumire grabbed her lunch. "SorrysorrysorryI'minterruptingsorrysorrysorryyyyy - " the girl said in a rush, dashing past Mei and hurrying down the stairs before the girl could even protest. It had happened so fast that Mei could have sworn she saw smoke trails rushing past too.

Mei pouted. "I was going to ask her to have lunch with me too..." she mumbled, kicking at the ground. With Ushio gone and Sumire fleeing in terror, she didn't really have anyone to talk with - still, it wasn't the total end of the world, right? Besides, eating lunch alone meant she could focus more on where her darn telescope had gone...

With a sigh, the pigtailed girl took a seat at the only bench on the roof, placing her bento beside her and putting her school bag at her feet. She'd just begun to unwrap her lunch when -

- her bag rustled.

Mei blinked, looked down at it. Maybe she was so hungry she was starting to imagine things. But no - it rustled again. And then again. No, but that was silly! Bags didn't rustle of their own accord! Shaking her head, the girl lifted the lid off her bento, stomach growling even more at the smell of food...

"Uwaaah! Mei-chaaaan, are you going to share?!"

Mei smiled, about to assure of course she was, she wasn't a hog or anything - when she realized the speaker was completely foreign...and she was completely alone up here. Stifling a noise of fright, the girl looked around in a panic. Was there a ghost she didn't know about?!

"Mei-chaaannnn, down here!"

The girl looked down, gray eyes widening as she saw that Usami - her beloved blue teddy bear, the one she'd had her whole life, the doll she'd confessed her deepest secrets to, the doll she'd always changed in front of without a care - was standing at her feet. And smiling. And alive. The girl's jaw dropped, eyes widening even more.

"Haha, Mei-chan, your face looks really funny!" the bear laughed. "But anyways, there's something really important I need to talk to you about!"

Usami was alive. Usami was a boy and he was alive and he was talking to her and -

"Mei-chan? Heyyy, can you hear me?"

Mei stared. And stared some more. The girl's mouth opened, but no sound came out. Sputtering, the girl pointed at Usami, trembling all the while - and when she touched the bear, she had the realization this was all real. Going deathly pale, the girl immediately jerked away and then finally found her voice:

_"EHHHH?!"_

* * *

_[eyecatch 1 - A close up of Cure Aries, flames dynamically surrounding her. Eyes narrowed in determination, she looks as if she's going to attack an enemy and she sends off a volley of flames - only for the scene to pan out and reveal Usami and Cure Pisces at campfire, and that Aries is simply building the fire up. Pisces and Usami hold skewers with marshmallows on them and roast them over the fire, while Aries grins and makes herself a s'more, winking playfully at the viewer. The Starshine logo appears in the corner.]_

_[eyecatch 2 - A close up of Cure Pisces, water trails surrounding her. She winks and then spins, sending the water flying out in a fierce attack - and the scene pans out to reveal that she's working as a fountain to a chute-like waterslide (which has a sieve and a bucket at the bottom to catch the water and excess noodles.) Sending water down the chute with one hand and holding a bowl of somen noodles with the other, she adds the noodles to the chute, watching them slide down. Aries and Usami pluck the sliding somen noodles with chopsticks before dipping them in tsuyu sauce. The three of them laugh. The Starshine logo appears in the corner.]_

* * *

The notebook ended up on her desk with little fanfare during the lecture. Mei almost didn't notice it, too focused on - on what? On not thinking, on anything that wasn't what had happened on the roof. Ugh, it made her stomach churn! That - he - Usami had talked to her and had started panicking when she'd screamed, which had only made her scream harder and then she'd ran off without her lunch! (The fact she'd remembered to grab her school bag was a blessing in disguise.) Usami had shouted after her, tried to get her to listen, but Mei hadn't wanted any of it.

It was just a dream.

It_ had_ to be a dream.

A dream based on the fact she hadn't eaten lunch! Yeah, that had to be it. Talking bears was silly, right? Especially bears that could eat your normal human food...

A nudge at her chair leg reminded her of the notebook at her desk. Careful to not draw the teacher's attention, the girl flipped through the pages, past all the letters and the like, and finally ended up on the latest page. Ushio's scribbly handwriting greeted her and Mei couldn't stop the smile from appearing on her face. Years ago, she and her friend had gotten into the habit of passing a notebook back and forth, using it to chat and communicate. They'd never really decided how to split the notebooks fairly, Mei recalled...

_Sorry for not having lunch with you today! It was really important club business, ughhh. Did anything interesting happen?_ A sad face, an annoyed face and a curious face accompanied the writing, which made the pigtailed girl smile. There were a few skipped lines, then: _Hey, are you doing okay? You've looked really bug-eyed all class long..._

Mei blushed guiltily as she finished reading. If it was that obvious to Ushio, how obvious was it to the rest of the class? The girl bit her lip, struggling to figure out a good way to explain it all. Ushio was one of her friends, she didn't really want to lie, but...

**Hehehe, I don't think you'd believe me if I told you...** Mei wrote back, passing it and glancing over her shoulder to make sure Ushio received it.

The notebook was back with surprising speed. _Oh yeah? Try me._

Mei hesitated, then put her pencil to the paper. **Mabataki-san was already up there when I got there. I wanted to have lunch with her but she ran away.** She added a sad face for effect before passing it back.

Ushio coughed, though Mei had the distinct impression that she was trying to hide a snort. _Pff, is that seriously all that happened?_ An unimpressed face followed it.

Mei had to bite back a nervous laugh. **Well no, I wasn't finished yet...**

_Get to the meat of it then! C'mon, you can't go saving the best part for last!_

**Isn't that how you're supposed to tell stories though...?**

_...now you're just avoiding the subject. Tell me, please? I promise I won't laugh!_

Mei cringed, debated what to even say. What was left of the blank page mocked her. Ushio would think she was crazy! But...but maybe, just maybe she would believe her. Yeah! They were friends, right? The girl readied to put her pencil to the page again -

"Hidama-san!"

Mei jumped when her teacher called her name. "Y-yes?" she replied as she flipped the notebook shut, secretly thankful for the distraction.

"Please solve the problem on the board." her teacher instructed, gesturing to a complicated looking math problem. Mei hid her cringe - she'd never been good at math - and pushed out of her seat to head over to the front of the classroom. Her stomach growled loudly halfway over, which made the girl stop - and then she blushed with mortification when the class laughed at her. "Settle down, settle down..." the teacher ordered, frowning.

Just as Mei was about to walk past the podium, something caught her eye. Something blue. Against her better judgement, the girl turned toward it to get a better look.

And there, waving frantically at the windowsill, was Usami. It seemed as though the little bear had climbed down from the roof and desperately wanted her attention. Mei stared in horror as the little bear was so darned eager to get her attention, grinning from ear to ear and not concerned in the least if other students spotted him.

Mei stumbled. Everything seemed to be spinning.

"Hidama-san?"

Mei's mind was racing - it was too much to take in. The girl tried to open her mouth, tried to assure she'd be fine, but everything was slipping out of focus, spinning faster and faster. The pigtailed girl took a step back, and then another, before she felt herself falling, everything fading to black. She was unconscious before she even hit the floor.

_"Hidama-san?!"_

* * *

Mei was vaguely aware of the darkness all around her. It was quite nice, actually, having nothing bothering her or trying to get her attention, and she felt at peace, even if she knew she had to wake up soon. But it was nice and warm and -

"Mei-chan."

Poke. Something was touching her face.

"Mei-chan."

Poke, prod, bother. Whatever it was, it was insistent about it.

"Mei-chaaaaan!"

It pinched her nose. Mei's brows creased in annoyance as a response, though she still kept her eyes shut. She felt a vague pinch at her mouth, though that didn't bother her as much, except why did her mouth feel dry and why was her chest suddenly feeling tight and _why could she suddenly not breathe -_

The pigtailed girl shot up in bed, face flushed as she panted heavily, vaguely aware of the fact her airways were cleared up now. Judging by the shriek as she jolted awake, whatever was poking and messing with her face had been shaken off of her, also evidenced by the _thwap_ as the whatever-it-was hit the floor. Breathing steadying, the girl looked around, feeling more than a little confused. This - this didn't look like her classroom. In fact, it was the nurse's office. But why was she - ?

Oh.

Right.

She'd fainted. Her stomach rumbled at that moment, reminding the girl that she hadn't eaten since breakfast - she groaned in annoyance, she was hungry! - but she hadn't fainted because of that. It had been that...

"Mei-chan~!"

...thing.

Said thing had hopped onto her bed with a fwump and was smiling brightly up at her. Usami, her teddy bear, her beloved stuffed toy, the toy that was alive, bounced up and down to get her attention. "You're awake, you're awake! Oh, I was so worried that you wouldn't wake up again - " a strange expression crossed over the small teddy bear's face, but it was gone before Mei could even name it, " - but you're awake! That's the best news, you know?" An even brighter smile. "I didn't even get to talk to you earlier either, you screamed and ran away! And I've gotta tell you something REALLY impor - hey, are you even listening?!"

At some point, Mei had closed her eyes tight, her hands balling around the crisp bedsheets. "There's no place like home, there's no place like home..." she said under her breath, scrunching her eyes shut even tighter. It was a dream. It HAD to be. There was no way something like this could be reality! Talking animals - that was something out of a manga! "There's no place like home, there's no place like home..."

Usami tilted his head in confusion, a fuzzy blue paw tapping at Mei's wrist. "Don't you need those red slippers for that to work?" he pointed out.

Mei froze. He was right, of course, but if he was right, that meant - that meant -

"And besides, this is no time for games, Mei-chan!" Usami continued, looking as stern as a cute teddy bear could, before pointing straight at her. "You're the person I've been looking for!"

The girl stared at him. Then: "...what."

Usami nodded fiercely. "I mean it! Your Inner Star's been getting stronger for years, it's amazing! I just knew they weren't all lost and I just knew you'd be the one and you're finally strong enough to become a Pretty Cure, I can feel it and - "

There was a soft knock at the door. "Hidama-san?" the nurse asked.

Mei clapped her hands over Usami's mouth amidst the bear's muffled protests, hurriedly stuffed the bear in her school bag - dimly she realized her things must have been brought to the nurse's office, goodness how long had she been unconscious? - working as fast as she could. "A-ah, yes, hello, I'm feeling much better - " she stammered out, hissing an urgent "Keep quiet and don't move!" to Usami before forcing the bag shut.

The door swung open and the nurse eyed Mei curiously. "That's strange, I thought there was someone else in here." the woman remarked, confused. "Hidama-san, who - "

Mei grabbed her things and rushed past the nurse with all the speed she could muster. "There'ssomewhereIhavetobesosorrytorunbutit'simpor tantbyeeee!" she said in a jumbled rush, speeding down the hall and vanishing around the corner before the nurse could even stop her.

The woman stared at where Mei had retreated to, before blinking in belated surprise. "What an _odd_ girl..."

* * *

It wasn't until Mei reached the empty sports utility shed that she finally slowed down, face flushed as she doubled over, panting and struggling to catch her breath. She hurriedly opened her bag, breathlessly pointing accusingly at Usami while trying to choke out words of indignation at the bear, though all she could get out was angered sputtering as her face flushed even more. Usami thrashed his way out of her bag, glaring at the pigtailed girl.

"That wasn't very nice!"

Mei focused on steadying her breathing, though she did glare at him. "I-I - t-the nurse - she heard you - "

"Well, if you'd just listened earlier, I wouldn't have had to show up in there!" Usami shot back, his arms folding around his fuzzy chest. "I told you, it's important!"

Mei straightened her posture, glare giving way to a slight curiosity. "The - the Cutie Pri thing?" she asked. Hadn't she watched an anime about idol princesses the other night? Wait - no, no! That - that was impossible!

As impossible as a talking animal, in fact.

...huh.

Usami sighed. "_Pretty Cure._" he corrected. "You're a legendary warrior! You're one of Earth's protectors and it's really good I found you because I think something's bad's gonna happen and there have been suspicious things in the news and - "

Mei turned to leave.

" - wait, where are you going?! I'm not done yet! _Don't leave!_" Usami cried indignantly, going after the pigtailed girl as fast as his stubby legs could carry him. "I know it's a lot to take in, but it's all true! Really!"

Mei sped up her walking. "You've got the wrong girl! I'm not a legendary warrior or whatever that is!" It was true, wasn't it? There was no way she was a - a _magical girl_ or anything! She was just Mei, just a girl with friends, just a girl with a mom who was busy and a dad who left a lot but it didn't matter because she loved them both to pieces anyways and two siblings that she loved to bits and -

"Mei-chan, just_ listen_ to me!"

- she was just a normal girl and all she wanted was to keep getting good grades and get a boyfriend and maybe she'd get married far off in the future and maybe she'd run and then Usami couldn't catch up with her and -

- and she barreled straight into the person right in front of her, hurtling both of them into the ground. The girl groaned in pain, rolling off said person and pulling herself up to a sitting position. "Ow ow owww, I'm sorry, I wasn't - "

"Yeah, yeah, sorry but you warned me or whatever." came the annoyed reply, the 12 year old boy with two-toned hair and red eyes glaring at her. "You - you're Mei, right?" he asked after a moment, eyeing her suspiciously.

Mei blinked. Oh. Oh! She'd - she'd ran into this kid on the way to school today, hadn't she? The girl blushed in shame as she recalled the incident, though she had to blink at the kid's question. "Eh? Well, yeah, but how'd you - "

The boy smirked, held up the telescope. _Her_ telescope. "Nice t'meetcha. The name's Marfik." he introduced. "You dropped it this morning." he added by way of explanation, something strange twinkling in his eyes. Still, he held it out for her to take.

Mei's eyes shone with gratitude. "Oh, thank you thank you thank youuuu~!" she said happily, reached out -

Usami, who had been eyeing the situation from several paces back, suddenly bristled, every strand of fur on edge as he eyed the telescope Marfik was holding. "_Mei-chan, DON'T!_"

- and the second Mei's hand touched the telescope, it turned pitch black, tendrils of darkness latching hard onto her arm.

* * *

**ED:** "Twinkle Twinkle" - Yui Horie

* * *

**ON THE NEXT EPISODE:**

Mei: H-hey, wait a second, I'm the main character, aren't I?! I didn't even get a henshin or even an item or -  
Usami: We've got bigger problems! A monster's attacking a school and there's no way Mei-chan can help!  
Mei: But the main character never gets targeted and this isn't how Pretty Cure works and -  
Ushio: It's okay, Mei, I've got this~!  
Mei: USHIO-CHAN?!  
Ushio: You could sound a little more optimistic about it, you know...  
Mei: ...I'm not even going to get a henshin next episode, am I...?  
Usami: Enough of that! Next time on Starshine! Pretty ✰ Cure:** I won't stand for this! Cure Pisces awakens!** Don't forget to make a wish next time too!


	2. Pisces Pumps In

_What the...?_

Mei's eyes widened as the darkness crawled up her arm, the pigtailed girl letting out a shriek. Trembling, she fought and struggled against it, tears welling in her eyes as she looked helplessly at Marfik. "What - what are - what did you DO?!" she cried out, still trying to get it away from her, but no matter how hard she fought, no matter how much she struggled, it held fast. "Make it STOP!" she pleaded, not even sure what was scaring her more - this alien darkness or the fact that Marfik only smirked even more, watching her plight with annoyance.

With a snap of his fingers, his outfit changed, returning to the caped outfit he wore in The Void. He sighed in aggravation. "Mannn, usually this happens instantly! Did I not channel enough into it?" he grumbled, scratching his head. "Maybe I need to add more to it..." the boy took a step forward, reaching out to touch the pitch-black telescope again -

_"Leave Mei-chan ALONE!"_

- and Usami rocketed straight for the boy, biting the boy's outstretched hand as hard as he could.

Marfik stumbled back as he yelped in pain, shouting several curses as he struggled to shake Usami off his hand. "You little - l-let GO!" he ordered, other hand latching tight around Usami's neck. With a grunt, he finally yanked Usami away, although the little bear had taken one of his gloves in the process. He held the bear by the scruff of his neck, sneering at Usami as he held the thrashing bear in front of him. "Ha! Not so tough, are you?"

Usami spat the boy's glove right in his face, glaring at him with the utmost ferocity. "Mei-chan, RUN!" he yelled before crying out as the boy flung him away like a ragdoll. The little bear hit the pavement, skidding to a stop before groaning in pain. "N-no...no, leave Mei-chan alone..." he whimpered.

Mei however was finding it harder and harder to move. The darkness had covered both her entire arms, the girl's wrists bound together by the darkness, like she was a prisoner to it. But that wasn't what was stopping her - whatever was in that darkness was draining her very will to run away, like it was withering her from the inside out. The girl's knees buckled and she found herself sinking to her knees, only able to watch as the pitch-black telescope - the telescope she loved, the telescope her dad had given her when she was little, the one she always used for star-gazing, the one she never went without because it gave her so many good memories - writhed and changed shape, becoming a spear of darkness.

That was pointing straight at her.

Her hands were forcibly clamped around it like a sword she had drawn on herself, though she trembled anyways. Even if she didn't have the strength to run away, she was still capable of feeling fear. It was sharp. It looked deadly. She didn't like it, she didn't want it pointed toward her, and she felt tears pouring down her cheeks. This was scary, she didn't like this at all!

But the darkness couldn't see her fear, couldn't hear her thoughts.

So the darkness betrayed her.

And forced her to stab herself.

* * *

**OP:** "Purikyua ✰ Wish!" - StarSHINE  
**EPISODE 2** - "I won't stand for this! Cure Pisces awakens!"

* * *

She'd expected it to hurt, and in a sense it _did_, but not in the way she thought it would. The girl had expected - well, the agony you'd expect from spearing yourself with a blade. Instead, the darkness remained in her chest - a completely alien, strange feeling and so unwelcome that she just wanted it GONE - before the darkness_ seized_ something from deep inside of her.

A chill of fear shot through her. She whimpered despite herself, but still tried to fight against it, refusing to give up. She wanted it to let that - that whatever it was_ go_ because whatever it was, it was_ hers_ and she didn't want to give it up. The girl scrunched her eyes shut, brows furrowing in whatever determination she had left, and pulled her wrists apart as hard as she could.

"I-it's mine - " she whispered fiercely, " - it's mine! _I won't let you have it!_" And with that fierce cry, the darkness binding her wrists shattered.

Marfik gasped in disbelief. "What the - ?! No one's ever..." he trailed off, watching as the pigtailed girl tried even harder to force the darkness to let go. He'd never seen anyone fight so hard to keep their star before - but he couldn't let that stop him. Even if it was quite the feat, he had a mission he had to finish. He stepped forward - and this time, there was no Usami to stop him. Red eyes narrowing, he placed a hand to the darkness spear.

Mei gasped, feeling the darkness tighten its grip around whatever it was inside of her. She pounded her fists against it, sobbing, but then it pulled and Mei cried in pain despite herself. No, no no no,_ no_ -

"Sorry about this..."

- he was apologizing? Was he even sorry about it? The moment of distraction was enough to slow her struggling - giving the darkness just enough time to rip the whatever it was right out of her. Mei shrieked and pitched backward, hitting the pavement with a_ thunk_. The color in the world faded, to her eyes, turning everything into a strange grayscale as a dark aura encased her form, making her unable to move, the girl only able to watch as the darkness floated around with its prize - a bright red light, not unlike that of a star.

_Her_ star.

Her entire self, it felt like, because without it, she felt _empty_. There was no happiness in her life, no joy, nothing that made her feel whole anymore. She struggled to recall the things that made her smile - things like her family, her telescope, her friends, having such a normal life - but there was nothing. She couldn't even bring herself to care about the fact her - her _star_ had been ripped out of her, couldn't even feel upset about the fact that the very thing that made her who she was had been stolen.

But Usami could. "GIVE THAT BACK! _IT'S NOT YOURS!_"

What did it matter?

"Please! PLEASE!" Usami blubbered, tugging at Marfik's ankle. "It's not yours, give it back! She'll - without that, Mei-chan will - !"

...oh, well that didn't sound good...

"Shut UP!" Marfik yelled, kicking Usami away. He focused on the bright star, frowning briefly. The stupid bear was right - the girl would die if she was without her star for too long. It seemed like a shame, almost - feh, what did it matter? He was in the business of taking stars, not caring about the lives attached to them. With a sigh, he snapped his fingers, the glowing star becoming encased in a jar made of pure darkness -

- and Usami made another leap at Marfik...but instead of biting him, the bear snatched up the jar and ran off with it, leaving the boy to stand there in stunned silence. Then:

"G-get BACK here, you - !"

* * *

Ophiuchus shifted slightly in her abnormally large canopy bed as she heard faint footsteps headed toward her bed. She stirred back to consciousness, though her eyes remained closed again - and then the footsteps stopped, making the frail girl frown. Had she just been hearing things? That was a little disappointing. "Hello?" she called out, voice barely a whisper, though it echoed against the empty chambers as loudly as if she'd shouted it.

Silence.

Then: "Ophiu!"

Relief, however faint, etched itself on the girl's features. "Rasal." she answered with the faintest smile, eyes fluttering open to properly greet the second one in her command - Rasalhague. He was the tallest of the group and the oldest - at 19, Ophiuchus definitely considered him like an older brother. Rasalhague was tall and wiry, though not overly muscular, and smiled at the girl as he approached. Brown-skinned and sharing the same color red eyes that Marfik had, the young man was friendly enough, wearing a longsleeved trenchcoat, a pale green in color, though the rest of his outfit was fairly plain - a tunic and some pants tucked into his boots - though the subdued colors of his outfit clashed wildly with the white of his hair, which was tied into a small, low ponytail.

"Sorry I took a while," Rasalhague laughed, ruffling Ophiuchus's hair with one of his gloved hands. With his free hand, he snapped his fingers. Three jars appeared, each shattering to release the captive star within. "but I wanted to bring a few stars for you." he continued, watching as each of the stars raced away from him headed straight for Ophiuchus, spinning around the girl - but only for a moment, before each of the stars zoomed up to join the stars hovering far above them.

Ophiuchus said nothing for a moment. Then: "Oh well."

Rasalhague didn't share the sentiment, though he laughed again anyways to mask it. "So where are the others?"

"Cebalrai came by earlier, but she left again." A small frown. "Marfik said he was leaving earlier, but he should have been back by now..." her brows creased in concern.

Rasalhague sighed. That kid really didn't know what he was doing sometimes, did he? "It's all right, I'll find him. We have a fix on each other, remember?" he patted at his chest as if to signify they were all connected, laughing again at Ophiuchus's slight look of confusion. With another affectionate ruffle of Ophiuchus's hair, the man turned on his heel, coat swaying as he disappeared.

He reappeared at a rather plain looking school building and could even see students in the distance practicing for sports. Funny, he couldn't see Marfik anywhere - though something else caught his attention. Not too far from where he was standing was a pigtailed girl sprawled helplessly on the ground.

He looked closer, could see the dark aura surrounding her. Ah. So Marfik had stolen her star. Despite himself, he couldn't help feeling slightly annoyed. Goodness, it was rude of Marfik to leave this poor girl out where anyone could find her! Besides, if she was to pass on, the girl deserved to do it with dignity. Making up his mind, he strode toward her, kneeling beside her. "Miss, can you hear me?"

There was only a sniffle in response.

He tapped her shoulder, feeling slightly guilty when she finally turned to look at him, her gray eyes filled with tears. "...miss?" he asked again.

Another sniffle, this one louder. "I-I don't _wanna_ die..."

He wanted to tell her there was nothing he could do about that, but held his tongue. His mind raced - he couldn't just leave her here - that just brought up too many questions - but he had to find Marfik too. He could sense that the boy wasn't that far away. Offering what he hoped was a friendly smile, he picked up the crying girl, cradling her bridal style. "Don't worry, I'm going to help."

It was a lie, of course, but she didn't need to know that.

* * *

"Well, that's it for today! Good work everyone!" Ushio Hoshizora announced to the room, grinning -

- at a room that was completely devoid of club members.

For a moment, she was the very picture of optimism - before she sighed, shoulders slumping. She'd gone through her normal club routine anyways, hoping that someone would wander in at the dulcet tones of her enthusiastic voice, but that had been a bust. People had been there at lunch though - maybe having a meeting immediately after school was a bad idea. Yeah! That had to be it! Scribbling this down in her notebook, Ushio chewed the inside of her cheek, brows furrowing. Nnnn, if Kai was the one in charge, the room would be filled to the brim with club members and volunteers!

No, it was bad to compare herself to her twin. Besides, she didn't want Kai sticking her nose in something that wasn't hers.

The black-haired girl's stomach rumbled, making her blush, even though she was the only person in the room. Ugh, the only thing she'd had for lunch was melon bread! It was about now she was starting to regret having not had lunch with Mei too, Mei's lunches were always the best! Maybe she could stop at a convenience store on the way home and pick something up? Ushio nodded in agreement with this choice, grabbing her things. Humming to herself, she had just stepped into the hall -

- when she was greeted with a rather absurd sight.

A blue teddy bear, of all things, complete with star markings in its ears and at its eyes, holding a pitch-black jar and shrieking as a boy with two-toned hair chased the bear, the boy shouting at the bear.

"What the - "

And now the bear was running straight for her. The caped boy realized it too, his eyes glimmering maliciously. Something began to form in the boy's hands, though Ushio didn't get a good look at it, as the next thing the dark-haired girl knew, the bear jumped at her. Instinctively, she caught the little bear, though all she could do was stare wordlessly at it.

_"RUN!"_

Talking bear or not, she knew danger when she heard it. Hugging the bear tight, she sprinted away from the strange caped boy, dimly wondering what she'd just gotten herself into.

* * *

_[eyecatch 1 - A close up of Cure Aries, flames dynamically surrounding her. Eyes narrowed in determination, she looks as if she's going to attack an enemy and she sends off a volley of flames - only for the scene to pan out and reveal Usami and Cure Pisces at campfire, and that Aries is simply building the fire up. Pisces and Usami hold skewers with marshmallows on them and roast them over the fire, while Aries grins and makes herself a s'more, winking playfully at the viewer. The Starshine logo appears in the corner.]_

_[eyecatch 2 - A close up of Cure Pisces, water trails surrounding her. She winks and then spins, sending the water flying out in a fierce attack - and the scene pans out to reveal that she's working as a fountain to a chute-like waterslide (which has a sieve and a bucket at the bottom to catch the water and excess noodles.) Sending water down the chute with one hand and holding a bowl of somen noodles with the other, she adds the noodles to the chute, watching them slide down. Aries and Usami pluck the sliding somen noodles with chopsticks before dipping them in tsuyu sauce. The three of them laugh. The Starshine logo appears in the corner.]_

* * *

"GET BACK HERE!"

Ushio picked up the pace, though the constant cursing, as well as the bear's shrieking in her arms, only put her more on edge. Though what that boy had in weird freaky-deaky powers, Ushio outmatched him in familiarity. Small school or not, Etoile could still confound newcomers and the black-haired girl picked up speed, banking to the right and abruptly swinging into the nearest room, slamming the door behind her and hurrying for the second door, leading to one of the old science labs - it only had one way in and out, the perfect place to hide for the time being. The black-haired girl rushed into the lab, tripping as she entered the room. Both she and the bear shrieked as she toppled to the floor, the little bear flung away from her in the process. Ushio cursed before scrambling back to her feet, slamming the door shut and grabbing a few stools to blockade the door. Once that was done, the girl doubled over, breathing heavily. "You..." she huffed, pointing a trembling finger at the bear, "...you gotta_ explain_..."

The bear kept a tight hold on the jar, eyes welling up with tears. "That boy Marfik came out of nowhere and did something really bad to a telescope and he attacked Mei-chan and took her Inner Star and this isn't supposed to happen because Mei-chan's gotta be a_ Pretty Cure_ and she's gotta be the one to fight and I dunno how to fix this because I can't give her Inner Star back and if I don't, then Mei-chan will die and and - "

Ushio's eyes widened. _"WHAT?!"_ she shrieked before she could stop herself, which only served to make the bear panic. She took a deep breath, trying to sort through as much of the blabber as she could. "What happened to Mei?!"

The bear started crying. "I just said that! Mei-chan got attacked and I gotta give this back to her because her star's inside it but I can't break it and he'll take it if he gets it back, I just know he will!" the bear said in a rush, holding up the jar as evidence. The bear proceeded to throw it at the wall, which didn't even dent the jar, and it only made the bear cry even harder.

Ushio gritted her teeth. _"Stop crying!"_ she ordered, oblivious to the fact that she was tearing up too. "Stop blubbering and crying and whining and just tell me how I can help! Mei's my FRIEND, I don't want her to die either!"

But before anything else could be said, the door was wrenched off its hinges by strange, dark tendrils, and there was that red-eyed boy - Marfik, the bear had called him. Ushio and the bear stared, wide-eyed as the boy barely sauntered forward before he formed another darkness tendril, one whipping straight into Ushio and sending her flying into the wall, while a second tendril seized the jar the bear was holding, wrenching it away from the crying critter. "Tch, this was more trouble than it was worth." Marfik grumbled, eyeing the fallen Ushio. Maybe he ought to steal her star too, just for interfering.

Then he focused on the bear, the little bear that had hurried over to Ushio to make sure she was all right. No, the bear needed to be taken care of first. He took another step forward...

...and Ushio stumbled to her feet, eyes blazing._ "I won't..."_ she hissed as she began picking up the pace, swinging her arm back, the black-haired girl suddenly alight with a bright blue aura, _"...let you kill my friend!"_

And with that, she swung as hard as she could at the boy's face.

* * *

Rasalhague couldn't teleport, not while he was carrying this girl - who was named Mei, he had discovered - and though he had to find Marfik, he was in no real hurry, no matter what he had told Ophiuchus. The boy was nearby, he could sense it, and he hardly thought Marfik would appreciate the interruption anyways. Over his head or not, everyone deserved some amount of pride to them. Under the guise of taking this Mei girl to the nurse's office, the young man made his way over to the campus entrance -

- and then a room several stories lit up in a blazing blue light.

Rasalhague stopped, blinked and glanced up.

_Huh._

That wasn't normal.

Rasalhague was about to dismiss it - when there was the sharp noise of a window being shattered, glass raining down on the ground below. This did manage to concern him, as did the thing that happened next - Marfik, sailing out of the broken window and hurtling into the ground up ahead, crashing like a meteor. The white-haired man gasped in surprise, looking up again. There was a blue figure that he didn't recognize perched at the windowsill, a blue figure that leapt out, sailing majestically through the air...

As it turned out, the blue figure was a girl. A girl that was tanned, her hair a brilliant blue, and though her hair looked like it was fanned out in a short hairstyle, it was also long, split into two low ponytails that resembled fish fins. A cyan headband with a gold star rested on the girl's head, and her eyes were the same brilliant blue as her hair. A gold choker was on her neck and the girl's midriff-baring top was cut in a square neckline, cyan in color and cut to three points in the front, with two points cut in the back, making it vaguely resemble a star. The neckline was lined in a dark blue ribbon, culminating in a fluffy dark blue bow with short bowtails that were cut in a V shape. The bow was clasped in place with a golden star brooch engraved with the symbol for Pisces, which also kept the simple golden cape the girl was wearing in place as well. A dark blue sash was wrapped around the girl's waist, the left side clasped with a circular gold pendant also engraved with a Pisces symbol, and the girl's skirt was a frilly, two layered skirt that was cut asymmetrically and longer on the right side. Cyan stockings that reached just over the knee were on the girl's legs, along with dark blue boots that came to a point, the point and the toe of the shoe decorated with gold stars, whereas the ankles of the boots were decorated with cyan ribbons. Completing her outfit, the blue girl had dark blue cuffs around her wrists, decorated with jagged cyan cloth.

...of course, the effect was lessened, slightly, when the blue girl landed and stumbled, apparently not able to get a perfect landing, effect ruined even more at the small blue bear the girl was holding. Still, the anger on her face didn't sway, and once her balance had been righted, the bear jumped away and the strange girl cracked her knuckles again, advancing on the fallen Marfik.

"Blahblah whatever it is about the sea life, Cure Pisces, _who cares._" the girl, obviously Cure Pisces, said. "Give back my friend's star before I _make_ you." she snarled.

Marfik grimaced, struggling to sit up. After a few tries, the boy stumbled back to his feet, legs shaking with the effort to stay upright, and he glared at Pisces. "Yeah, like I'm gonna do that!" he declared, beginning to writhe with a dark aura. "You haven't seen what I can REALLY - "

Pisces punched him in the face again before he could finish.

Rasalhague winced in sympathy, before glancing between the girl and the unconscious Mei in his arms. Whoever this Pisces was, she was strong and someone they weren't prepared for. He watched, concerned, as Marfik attempted to lash out at the girl with his darkness attacks, only for the girl to dodge them effortlessly and leap at him, kneeing Marfik hard in the gut and sending the boy flying again. Rasalhague sighed, clearing his throat. "Excuse me, Miss Pisces!" he called out, only for Pisces to punch Marfik again, making Rasalhague wince even more. _"Miss Pisces!"_ he hollered, finally getting her attention - and then he shuddered, seeing the blue girl bring her angered gaze on_ him._ He swallowed. "If Marfik there gives your friend's star back, will you stop hitting him?"

Marfik, despite his damage, let out a cry of anger. "What?! Rasal, that's not_ fair_ - !"

Pisces, however, looked receptive to it. "Only if you both leave." she answered.

Rasalhague nodded curtly and smiled. "Of course. Marfik?"

The boy pouted and grumbled darkly, but the darkness jar floated up and shattered, freeing the red star within. It floated back toward Mei where it belonged, bringing color and health back to the previously deathly pale girl. Gingerly, Rasalhague laid the pigtailed girl on the ground, stepping away as Pisces and the bear raced for Mei. The bear sobbed in happiness, but when Pisces attempted to thank the two of them, it fell short.

Both Rasalhague and Marfik were gone.

* * *

The first thing Mei became aware of was whispering.

"Is she awake yet, I bet she's awake, she made noise - "  
"Shhhhhh, let her rest, Ushio-chan said she fainted today - "  
"But she's moving, look, lookkkk~"

And indeed, Mei was moving. She groaned, eyes fluttering open as she sat up in bed, dimly blinking at the people surrounding her. Man, this was the second time she was waking up in a foreign place today! But this time it was infinitely more familiar - she was in her room this time, not the nurse's office.

"Neesan!"  
"Neenee~!"

Mei squeaked as she was greeted by two fierce hugs - one from Kouta and the other from Miyo. Kouta was speaking fast, saying that he'd heard about an attack on the news and that if he was strong like a Kamen Rider, he totally would have beat up whoever had hurt her! Meanwhile, Miyo was sobbing, worried that her big sister would never wake up again. Mei blinked, surprised, before her eyes welled up with grateful tears. "You guys..." she mumbled, voice breaking, before she reached out to pat each of their heads. "It's all right, I'm fine now, see?" she said, attempting a grin.

"Your mom should be here soon, Mei." came Ushio's voice from the door. She grinned as she poked her head in, a still Usami resting on her head. "Dropped whatever she was doing to rush home." she added by way of explanation. "You okay?"

Mei didn't quite know how to answer, eyeing Usami suspiciously. Finally, she swallowed, offering a nervous nod. "Y-yeah, I think I'm okay." Was she? Usami had told her she was a legendary warrior and then she'd been attacked and that guy had helped her but then how had Ushio gotten involved in that? No one had told her anything, but Ushio looked like she knew more than she was telling.

"Kouta, Miyo, can I talk to Ushio-chan alone for a second?"

Her siblings looked reluctant, but they nodded, excusing themselves. Ushio making sure the kids were gone hadn't escaped her, but the second the coast was clear -

"Mei-chaaaannnn~!" Usami sobbed, hugging the girl tight. "I'm so sorrryyyy! I didn't know that was going to happen but Ushio-chan saved the day, you should have seen her!" he gushed. "I've never seen anything like it!"

"Ushio-chan saved...?"

Ushio laughed, scratching her cheek. "Erm, guess I'm that...'Pretty Cure' thing too. Usami explained it while we brought you home. Look, I have a transformation thingy and everything!" Clearly proud of herself, Ushio brought out a necklace that was tucked away. It was a clear glass bottle covered with a cyan cloth, complete with a cork, and reminded the girl of a pill bottle, though it was bigger. Ushio tugged the cloth off, revealing the real prize - the bottle held a cluster of blue lights and tied around the neck of the bottle was a fluffy blue ribbon clasped with a golden star. "Cool, right?"

Perhaps seeing the crestfallen look on Mei's face, Usami piped up. "And you have one too, Mei-chan!" the bear clapped, the star around his neck glowing and producing another bottle. Instead of being covered in a cyan cloth, however, this one was covered with a pale orange cloth. Likewise, the ribbon tied at the neck of it was red, clasped with a silver star, as opposed to a gold one. Inside the bottle were several red lights, not unlike the star that had been stolen from her earlier. Seeing the panic on her face, Usami flailed to get her attention. "It's not your real Inner Star!" he assured quickly. "That wouldn't be safe at all!"

Mei hesitantly grabbed it, then smiled. The moment it touched her fingertips, she knew it was hers. She placed it around her neck, hugging it to her. "Thanks, both of you." she said with a smile. Truthfully, she didn't know what to think about the whole Pretty Cure business, but -

- things always had a way of working themselves out.

Everything would be okay! She was sure of it.

* * *

**ED:** "Twinkle Twinkle" - Yui Horie

* * *

**ON THE NEXT EPISODE:**

Mei: ...wasn't there supposed to be a monster attack in this episode...?  
Usami: T-the script lied, okay?!  
Ushio: Bah, no big deal! Mei, I don't even know why you were worried! I didn't get a henshin scene either!  
Mei: You still got to fight first...  
Ushio: You're seriously going to let that bother you?!  
Mei: Well, I'm the **leader.** There's a protocol to these things!  
Usami: Girls, this isn't really how you work together! You can do it, I know it!  
Ushio: Yeah! It'll be all right, Mei, you'll see!  
Mei: But even the next episode is against us!  
Ushio & Usami: Ehhh?!  
Mei: Next time on Starshine! Pretty ✰ Cure: **Cure Aries on the scene! But the duo is divided?!** Don't forget to make a wish next time too!


	3. Aries Arrives

"Are you sure you're going to be all right today?" came Hirui's voice from the doorway, the red-haired woman peeking in as Mei was changing into her school uniform. The woman ignored Mei's squawk of embarrassment - they were both girls, there was nothing to hide - and eyed her daughter with concern. It had been four days since the attack on the school and Hirui had fussed over Mei's health every single day since then. "You can skip school again, you know..."

Mei hurried to make herself look presentable. "It's_ fine_, mama." she assured for what felt like the millionth time. "I told you, I just hadn't eaten anything since breakfast - "

" - and your school was attacked by someone that ruined one of the science labs." Hirui interrupted sternly. "Ushio-san said she found you unconscious..."

"...which isn't related, really! I didn't even hear about what happened until I woke up..." she insisted, puffing her cheeks out in annoyance. Really, they'd gone over this already! Still, she supposed she couldn't_ blame_ her mother for being so worried either - plenty of students hadn't shown up and Mei herself had already skipped three days of school. Still, she was starting to get antsy, not leaving her home, and the constant texts that her mother was sending wasn't really endearing her to the concept of staying home again anyways. "Don't worry about me! You've gotta get to work, right?"

Hirui frowned. Mei was right. "I want you to_ call_ me if something happens again, all right?"

"I will, I will! And I'll make sure Miyo gets picked up before I leave too and that everyone has lunch and I'll make sure Kouta and I leave on time and all that..." she assured with a wave of her hand, a note of exasperation in her voice. "Go on, I've got this!" she insisted, squeaking when her mother laughed and kissed her forehead.

"All right, all right, I see how it is. See you tonight." Hirui smiled, smoothing out her outfit one last time before heading out. It wasn't until Mei heard her mother leave, however, that she sighed in relief.

"Okay Usami, the coast is clear!" she assured - quietly, her siblings were still asleep! - and frowned when Usami comically fell over and let out a loud overdramatic sigh, apparently not enjoying pretending to be so still for so long. "If you keep doing that, you're gonna wake Kouta and Miyo up - and then I won't be able to make anything for you." she warned.

Usami's lip trembled. "But you said you were making pancakes today..."

"Are you gonna be good?"

Usami nodded fiercely.

"Okay! Then let's head toward the kitchen so I can make breakfast for everyone~"

Usami let out a whoop of joy. "YAY!"

Mei clapped her hands over Usami's mouth, hastily listening for either of her siblings waking up. But the house was filled with nothing but silence. Mei heaved a sigh of relief, before she shot a glare toward Usami. "Quietly!" she insisted.

"Sorry..."

* * *

**OP:** "Purikyua ✰ Wish!" - StarSHINE

**EPISODE 3** - "Cure Aries on the scene! But the duo is divided?!"

* * *

In the ruined surroundings of The Void, Rasalhague was struggling to keep pace with a fuming Marfik.

"I can't _believe_ you!"

Rasalhague didn't even flinch at Marfik's furious cry, meeting his angered expression with an apologetic smile. "I've been trying to explain, Marfik..."

"SCREW your explanation!"

"Honestly, I wouldn't have stepped in, but that Pisces girl..." Rasalhague tried to protest, to which Marfik tried to punch him. Kind or not, Rasalhague wasn't the kind of person to take something like that, seizing Marfik's hand at the wrist and ignoring the boy's protests. _"Listen."_ he pleaded, voice having an edge of sternness. "Remember what that girl called herself? _Cure_ Pisces?"

"_Who __**cares**__ what she's called?!_" came Marfik's heated response, the boy gritting his teeth as he tried to break out of Rasalhague's grip, to no avail.

The white-haired man sighed, about to explain what it meant, but then -

"It means that the Pretty Cure have returned."

Both boys turned as a woman stepped into view. Slender and curved, she was definitely older than Marfik, though slightly younger than Rasalhague. Like the others, she shared their red eyes, though the woman was much paler than the two boys. Her gray hair was cropped and cut short, her straight-cut bangs obscuring part of her left eye. Like the others, she too wore black and subdued green, though her outfit was much more form fitting, exposing no other skin. Her expression betrayed nothing and she eyed the two men blankly, brows furrowed ever so slightly in annoyance. "I assume the reason the Pretty Cure bested us was due to Marfik's incompetence?"

_"Who are you calling incompetent?!"_ Marfik screeched.

The woman regarded him blankly, seeming slightly confused. "You, of course. Did I not make myself clear?"

_"You frigid b - "_

"GUYS." Rasalhague interrupted. "Let's not start, please." he said, before sighing. "But Cebalrai is right - "

"Of course I am." Cebalrai interrupted, folding her arms across her chest.

" - but that isn't the point." Rasalhague continued, brows creasing somewhat as his patience was being tested, "The point is - there are Pretty Cure again when there shouldn't be. Ophiu took them down, didn't she?" he looked toward the other two for confirmation, frowning when both Marfik and Cebalrai nodded. "But the girl called herself Pisces..."

Cebalrai cleared her throat. "Perhaps we were wrong in assuming the stars that were left behind had simply been destroyed."

Rasalhague frowned. The Leo one had fled and four other stars had gone missing. If there was a Pisces, was there a chance the other three stars would become Pretty Cure too? He really didn't like the thought of having to deal with five Pretty Cure, especially since one of them had managed to punch Marfik out of a building. "It sounds like that might be the case."

Marfik, stubborn as he was, didn't like the odds either. "So let's just find them and kill them!"

Cebalrai snorted, though the amusement didn't reach her face. "We are not prepared to deal with them, as recent events have indicated." she pointed out, the woman pointedly ignoring Marfik's glare, before falling silent.

Rasalhague and Marfik traded glances. What were they going to do?

The woman continued to keep her silence, expression unreadable, before finally taking a breath. "However." she continued, as if she'd never stopped talking, "I believe I know how to combat them." And the ghost of a smile came to her face, making her even more unsettling than usual.

* * *

It wasn't until the pancakes were done that Mei finally spoke up again. "So, ah, Usami?" she asked, still somewhat unused to speaking with her teddy bear so plainly. "Can you explain that, erm, Pretty Cure thing again?" she asked as she served two pancakes on a plate, making a grab for the butter and syrup.

Usami tilted his head. "Explain what?"

"Well - well, the everything of it!" Mei answered, blushing slightly. "I mean, you didn't really explain it in detail and I bet you didn't tell Ushio-chan much either..." she racked her brain, trying to remember the things that Usami had mentioned. "Like...what's that Inner Star thing you mentioned? Or the transformation thingy or..." she trailed off. "I mean, I don't even know how to transform! Ushio-chan told me she doesn't know either, since it sort of happened instinctively for her..." she frowned.

Usami paused, clearly debating what to say. Then: "Well! Inner Stars are something_ everything_ has! They all come from this place called Via Lactea - it's a kingdom in the sky!" he grinned. "But if it's alive, it has an Inner Star. With people, it's what gives them their hopes and joys and happiness and all that good stuff in your life! That's what makes you feel happy. Without it..."

Mei hadn't noticed the uneasiness in Usami's voice, recalling what had happened to her. "...you lose all that good stuff. And you die without it, right?" she applied the butter a little harder to keep her hands from shaking.

Usami nodded once, more than a little uncomfortable. "N-not right away!" he was quick to assure.

It didn't make Mei feel any better. She started pouring the syrup, hurrying to change the subject. "That transformation thing..." she began.

"It's a Star Capsule!" Usami said with a grin. "You kiss it, hold it in a prayer and go 'Pretty Cure! Wish Upon A Star!' Easy to remember, right?"

Mei blushed again, busying herself with slicing up the pancakes before voicing her horror about it. "Kiss it?! Why would you - why can't we have cellphone or a mini PC or a pendant or - ?" she demanded, embarrassed. Who ever heard of kissing a transformation item to activate it? What if they were in the middle of something important?!

Usami's shoulders slumped. "That's the only thing I know how to make..." he mumbled, that strange look Mei had noticed in the nurse's office coming to his face again. "I never really learned how to - " he continued, blinking when Mei gave his head a pat. "Mei-chan?"

"Don't worry, okay? There you go, pancakes for you~" she said with a wink, sliding the plate over to Usami, the girl giggling as Usami happily chowed down. Mei wasn't sure what had happened to the bear to make him have such a face - but she wanted him to be happy. "But now I'm wondering..." she continued, brows furrowing. "That boy - Marfik - who WAS he? I mean, he's a bad guy, but..." she trailed off, gray-eyed gaze focusing expectantly on Usami. If she was a magical girl or whatever, that meant the mascot always knew about the bad guys! That was how it worked, anyways.

Usami stopped mid-chew, shoulders slumped again. "I...I dunno." he confessed after swallowing, voice sad. "I've never seen them before - him or that Rasal guy..."

Mei bit her lip, hoping her troubles didn't surface on her face. If Usami didn't even know what they were in for, what challenges would be ahead of them? That thing Marfik had done to her - she didn't want that happening to anyone else. Would she even be strong enough to fight them though? Ushio had mentioned punching that Marfik kid out of the building window, but Mei wasn't quite sure she'd have that power behind her. Shaking those thoughts away, she smiled at Usami again - and then stared. "You're done already?!"

"It was really tasty, Mei-chan~!" Usami replied, beaming. "The syrup made it the best part! Ruru-chan never lets me have sweets~"

"Ruru-ch - ?"

The doorbell rang before Mei could finish. Hastily she motioned for Usami to stay hidden as she made her way over to the front door, greeted with the sight of Arata Kimura, her childhood friend. Arata's black hair was in messy disarray as usual, his normally sun-kissed skin tinted pink, no doubt aided by the surgical mask covering his mouth. The last Mei had heard, he'd been recovering from a nasty cold... "Arata-kun!" she gasped. "Y-you're really early!" she glanced around, expecting to see Arata's mother or older sister around. "Miyo isn't even up yet..." On the days her mother went in early, Miyo went over to the Kimura household.

Arata's brown eyes narrowed, the boy sniffling as he scratched his cheek. "I figured I'd get here early today." he grumbled, cheeks tinting pink a little more.

"But THIS early?" Mei asked, flabbergasted.

"Yeah, this early!" he shot back irritably, anger lessened by his cough. "You gonna let me in or what? It's freezing out here!"

Mei's lips pursed, before she sighed. "You're right, come on in..." she said, stepping aside, frowning in concern as Arata coughed again after stepping inside. "You sure you're ready to go to school again, Arata-kun?"

Her concern earned a grumble from Arata, who shrugged and muttered under his breath, making himself at home by pulling a chair out, the dark-haired boy taking a seat at the table. "More to the point, are you?" he suddenly asked, eyeing Mei out of the corner of his eye.

"Of course I am!" she replied with a grin, before eyeing Arata with a sly smile. "Don't tell me you were _worried_ about me..."

Arata bristled, cheeks turning even pinker. "S-so what if I was?!" he yelled, indignant comment broken by more coughing. An awkward silence followed his words, making Arata blush. Stupid, stupid! "I-I didn't mean it like that! Just - "

"Neesaaaan! Is breakfast ready?" came Kouta's sleepy call.

"Yeah!" Mei responded, cheeks lightly flushed,before she turned back to the stack of pancakes. It looked like there'd be enough for everyone - Arata included. She briefly looked over toward where Usami was hiding, smiling in apology at the little bear - he hated having to hide away like that. But still! Neither of them could risk being found out or anything like that. Hiding her disappointment with a friendly smile, Mei went to go grab plates to serve everyone.

Any more questions about Pretty Cure would just have to wait until later.

* * *

Ushio Hoshizora was used to doing "errands." Her homeroom teacher loved assigning them to late students, feeling it affected them more than simply getting detention. Or maybe Mikado-sensei was just a pushover.

Or maybe she just didn't want to deliver all the handouts on her own, so she had students do it.

In any case, constant "errands" were how Ushio learned to travel the school so well - when you were always late to school, you picked up a few things when doing constant handouts to other classrooms or to the main office. The funny thing was, Ushio hadn't even been late today - Kaiyou finally got sick of her tardiness and insisted on getting her to school on time for once - but had ended up volunteering anyways.

Well, mostly for Mei.

Who was busy glaring at Arata.

Who was glaring right back at her.

Ushio wedged herself between the two, laughing nervously. "So, guys..." she began, trying to break the tension in the air. "What do you guys think about the weather today?" Ugh. That had to be the lamest conversation opener ever. What was she going to do next, comment about how the sky was blue? "I think it's...nice..." she continued, voice dying a little as the tension seemed to increase, rather than decreasing. "Guys...?"

"_I_ think the weather would have been nice if we hadn't been racing all the way to campus." Arata said in a huff, coughing weakly.

Mei bristled. "And WHOSE fault was that? Because it wasn't mine!" she shot back, glaring daggers. Ushio shifted a little in discomfort.

"It was too your fault! You're the one that couldn't pry yourself out of the kitchen long enough to go and get ready!"

"Well, you're the one that kept begging me for more pancakes, what was I _supposed_ to do?!"

Arata bristled but was at a loss for words. Face turning red, he looked away. "W-well then don't make such good food next time!"

"How am I supposed to control something like that?!" Mei countered, compliment lost on her. With a noise of frustration, she too looked away. "And I have to go all the way across campus too..." she muttered bitterly.

Ushio laughed again. "It's not that bad. We'll all be back to class in no time!" she encouraged, offering a grin.

Mei smiled weakly in reply. Ushio was right. There was the matter of her ruined attendance record too, but...

"Switch with me!" Arata abruptly said, holding out his stack of papers. When Mei pointedly ignored him, he grumbled in irritation. "Don't be like that! Just switch - the class I have to deliver to is way closer than yours!"

"Well, okay..." Mei mumbled, switching stacks with Arata - and gasping a little as he took off as soon as he'd switched with her. "Arata-kun, you're still - !"

"I'm fine, I'm fine!" Arata called back, secretly pleased she was worried about him. Still, man, she wasn't really all that bright about things! Or maybe he'd just made her mad - he reminded himself to apologize properly to her later and bite back any urges to snap at her when she teased him about it. Slowing to a light jog, he made his way down a hall, then another, then another. "Man, Mei is so..."

He trailed off, something catching his eye from the double doors leading outside toward the P.E. areas. He stopped and peeked out the window, seeing a strange woman in greens and blacks walking toward one of the P.E. groups. He'd never seen someone like her be -

- wait, was she _glowing?_

And now she was shooting the glowy dark stuff at people and they were falling over and -

Arata growled, angry at this turn of events. It was a little scary, but - but it wasn't right to go attacking people! Not at all! Still holding the stack of papers, he pushed the double doors open, racing toward the strange woman. "HEY YOU!" he yelled as he got closer, getting even angrier at hearing the various screams of pain as the woman shot that weird darkness at the various students. Glowing lights began to appear as the students collapsed... _"LEAVE THEM ALONE!"_

The woman turned to him as Arata raced for her - and without hesitation, shot a tendril of darkness at him. Papers flew in every direction as the darkness pierced right through Arata's chest, making the boy cry out in pain, his eyes widening as it felt like the strange darkness had seized something deep inside of him. "S-stop..." _That's MINE..._

And whatever it was, it was yanked right out of him. Arata collapsed, watching the bright light hover above him before being sealed in a strange dark jar. "That..." he whispered, but couldn't find it in him to reach for it. What did it matter? Nothing mattered. There was nothing that made his life good.

The woman turned her gaze toward the open double doors of the school. "I believe," she said, heels clacking as she walked forward, "it is time to deal with some pests."

* * *

_[eyecatch 1 - A close up of Cure Aries, flames dynamically surrounding her. Eyes narrowed in determination, she looks as if she's going to attack an enemy and she sends off a volley of flames - only for the scene to pan out and reveal Usami and Cure Pisces at campfire, and that Aries is simply building the fire up. Pisces and Usami hold skewers with marshmallows on them and roast them over the fire, while Aries grins and makes herself a s'more, winking playfully at the viewer. The Starshine logo appears in the corner.]_

_[eyecatch 2 - A close up of Cure Pisces, water trails surrounding her. She winks and then spins, sending the water flying out in a fierce attack - and the scene pans out to reveal that she's working as a fountain to a chute-like waterslide (which has a sieve and a bucket at the bottom to catch the water and excess noodles.) Sending water down the chute with one hand and holding a bowl of somen noodles with the other, she adds the noodles to the chute, watching them slide down. Aries and Usami pluck the sliding somen noodles with chopsticks before dipping them in tsuyu sauce. The three of them laugh. The Starshine logo appears in the corner.]_

* * *

Mei and Ushio hadn't thought much of it when Arata hadn't returned to class, both assuming that the boy was taking his sweet time heading there and getting back. But as the social studies lecture wore on, Mei found herself glancing toward the door. Worried, she made a grab for the notebook she and Ushio used, flipping to an empty page.

**He should be back by now...**

Ushio shot her friend a concerned look. _Maybe he went to the nurse's office. Dummy probably overexerted himself. Don't worry, okay?_

**Still...**

A series of yells from a nearby classroom sent the entire classroom into alarm, the teacher abruptly stopping her lesson, gaze fixed on the door. After a moment, the older woman nodded, turning her sharp gaze toward the classroom at large. "Students, please study amongst yourselves for a bit." she instructed, quickly making her way out. The second the door had shut, however, the classroom came alive with gossip, everyone whispering to themselves.

"Omigawd, what do you think happened?"  
"You don't think it's a shooting or anything, right?"  
"Or some crazy person attacking the school?"

Another yell - this one closer - shook up the room. As the classroom began to shuffle away from the doors out of fear that there really WAS some kind of threat lurking outside the hall, Mei and Ushio traded glances. "U-Ushio-chan and I are going to see if they need help!" Mei announced, the classroom looking at her in alarm. But even though they were looking at her like she and Ushio were absolutely crazy, no one made a move to stop them, the classroom didn't even voice confusion at why Mei suddenly grabbed her schoolbag before leaving the room.

Once the two were out in the hall, the two girls - and Usami, who had wiggled his way out of Mei's bag - stiffened at the clack of unfamiliar footsteps. The two girls traded glances again. "Go find out what's happening," Ushio instructed, frowning at the crestfallen look on Mei's face. "I trust you," Ushio added, taking a stab at Mei's worries, "but we gotta know how big the scope of this is. Don't worry about me, okay?" she winked to relieve the tension, watching as Mei agreed and hurried off, disappearing with Usami down the hall and out of sight. _Stay safe, Mei._

The ever approaching footsteps made Ushio tense as she tugged at the chain around her neck. Mei had mentioned their transformation phrase after Arata had disappeared - now it was time to see if it worked. Taking a deep breath, the black-haired girl clasped her Star Capsule with both hands, closing her eyes and pressing a tiny kiss to the star at the center of the large ribbon.

_"Pretty Cure! Wish Upon A Star!"_

The hallway exploded into a bright blue light as the chain around Ushio's neck vanished, leaving her with the Star Capsule in her hands, which the black-haired girl pressed over her heart. She pulled at the oversized ribbon and gold star to untie them from the bottle, the two items floating and swirling around her head and reappearing as a headband in her hair. As her clothes melted away, the girl pulled at the cloth covering the bottle, the cloth growing longer and wider and covering her form in a simple, glowing dress. A five pointed star appearing at Ushio's feet, the girl twirled once, the Star Capsule's cork popping off, the cluster of bright lights inside shooting out and turning into countless water ribbons that swirled around Ushio's entire form. With another twirl, the water ribbons formed her top and two-layered skirt first, a second stream of water ribbons forming her chest bow, the sash around her waist and the frills on her skirt. The girl pivoted on her heel, stockings and boots appearing with another flurry of water ribbons, cuffs and cloth appearing on her wrists as well. A tap to her chest ribbon and sash made both gold brooches appear,the two items gleaming as the Pisces symbol etched itself on like magic. The water ribbons combined now, swirling and splashing over Ushio's form, creating her gold cape, star earrings and choker. Ushio flipped her hair back, black hair turning cyan as her hair grew longer, forming the two low ponytails she wore as a Cure, her green eyes turning the same cyan shade as her hair. With a deep breath, she leapt, arcing up and coming down - a wave of water crashing as she landed - before posing, a hand on her hip and a cheeky smirk on her face - the very expression of determination.

_"The water star with the grace of the sea life, Cure Pisces!"_

Pisces wasn't about to wait for whoever the mystery person was to take her off guard, the blue-themed Cure immediately pushing off her back leg and sprinting forward, swinging a punch at the mystery person as they came into view -

- and said silver-haired, red-eyed, mystery woman didn't even flinch at the attack, catching the punch with her palm. "Ah," the woman said, giving Pisces a quick once-over, expression betraying nothing, "I presume you are Cure Pisces." her fingers clamped down on Pisces's punching fist, the woman regarding the Cure much like someone dealt with a nuisance. "My name is Cebalrai - "

Pisces growled, swinging her leg out in a fierce kick: "I didn't ask for your name!"

" - and I do not plan on this meeting taking long." Cebalrai continued without missing a beat, grip tightening on Pisces's captured arm as she dodged the kick - and pulled Pisces along, manipulating the blue Cure's momentum and using it against her. She yanked and swung, letting go of Pisces's fist and watching boredly as the blue Cure hurtled straight into the wall. Cebalrai turned to walk away -

- and Pisces forced herself to her feet. "Is that all you've got?!" she shouted, racing toward the woman. Cebalrai turned to lash a kick out at Pisces's stomach - but the blue Cure wasn't there, Pisces abruptly ducking down as Cebalrai's kick lashed out. She smirked and swung her entire body up, her fierce uppercut smashing right into Cebalrai's jaw, sending the woman flying backwards and skidding against the floor. The Cure grinned as she righted her balance, clearly pleased with herself.

Cebalrai got back up with little issue, seemingly unfazed by the hit, even though it clearly had injured her. Her expression was the same stoic, blank as always - but something in the woman's eyes had changed, acknowledging her opponent as a threat as opposed to a nuisance. "Perhaps my previous analysis was hasty." she said, her posture shifting. The dark aura writhing around her form was the only tell the woman gave - in the next instant, a whip of darkness shot out from Cebalrai's still form, circling around Pisces's waist - and with little effort, slammed the water Cure straight into the ceiling. The darkness slithered away from her waist a few seconds later, leaving Pisces to hit the floor of the hallway hard. "Will this be all?" she asked Pisces's trembling form, not a single hint of mocking behind the woman's words. "There are other matters of importance I must attend to, Cure Pisces."

In response, Pisces pulled herself to a sitting position and swung her leg out, sweeping Cebalrai's legs out from under her.

As Cebalrai hit the ground, her brows creased ever so slightly, as if she was trying to deduce a mathematical equation. Then: "I see." With a snap of the woman's fingers, several Darkness Jars appeared in front of her. With another snap, they combined together, forming an extremely large Darkness Jar - and with a third snap, said Darkness Jar sank into the floor, darting away like a runaway shadow.

Somewhere further away, there was a loud rumble.

Pisces's gaze was one of half horror, half fury. "What did you _do?!_" she hollered.

"An experiment." was Cebalrai's response. "It would be in your best interest, Cure Pisces, to investigate the m - " she instructed, cut short when Pisces swung her fist out again, the silver-haired woman only narrowly dodging it.

"I'm not done with you yet." Pisces declared, eyes narrowing. Inwardly though, she was worried. _Be careful, guys..._

* * *

"This way, this way!" Usami instructed as he continued to dash ahead of Mei, the blue bear glowing faintly, seeming to follow something only visible to him. "Hurry! If we get there fast enough - "

" - we'll _what?_" Mei shot back, feeling a surge of irritation. "Get attacked by a kid with my telescope?"

Usami shook his head, frustration lost on him. "You're a Pretty Cure!" he reminded her, "You can fight off whoever's doing this!" He scurried through the open double doors, picking up as much speed as he could with his tiny form. As the two headed outside, Mei gasped. Unconscious students and teachers were sprawled all over the P.E. area, and the closest form was -

"ARATA-KUN!"

Mei nearly hurtled into the ground as she ran over toward Arata, a cry of horror escaping her when she realized he'd had his star stolen just like everyone else. The papers scattered all around made her stomach drop - Arata must have seen what was happening and tried to stop it. "You - you're so stupid!" she shouted, sniffling as she realized he couldn't hear her either. That glassy, dead look in his eyes just made her stomach churn - had she been like that too? Sniffling again, Mei looked over to Usami. "How do I - ?"

The ground beneath them began to rumble, cutting the pigtailed girl's question short. Mei felt a sudden chill, whereas Usami cowered and whimpered, the small blue bear not liking this feeling. "Mei-chaaannn..." he whined, blubbering a little.

A large, runaway shadow darted past them erratically, before it latched onto the shadow of the partially toppled stack of handouts. The new shadow writhed, growing larger before it rose from the ground, swallowing the stack of papers whole. With that, the stack of shadow-consumed papers grew larger and larger, taller and wider - when it reformed, it had become a strange monster that looked like a stack of papers, smaller papers forming its arms and legs. Absurdly oversized googly eyes lessened the impact of it slightly, though it only served to make the shadowy mouth of sharpened black "teeth" look all the more menacing. As the monster rose to its full height, it let out a bellowing cry: "TROU NOIR!"

Mei felt sick to her stomach at seeing the Trou Noir - it was the size of a 4 story building! How on earth was she going to fight_ that?_

The monster grinned at seeing the unconscious students. It rose its arm and swung down -

"NO!"

- and Usami created a faint dome shield - a thin layer of glowing light to protect those in the immediate area. The Trou Noir's arm impacted against the fragile shield, cracks rocking through the tiny thing. Usami trembled, both in fear and with the effort to keep the shield there, but refused to back down. "I won't - I won't let you hurt Mei-chan or any of her friends!"

Mei sat there, stunned. "Usami..." she whispered. The Trou Noir rose its arm again, swinging down once more on the shield - and the pigtailed girl made up her mind. With shaking hands, she seized her Star Capsule and pressed a tiny kiss to the center star.

_"Pretty Cure! Wish Upon A Star!"_

Red light erupted all around, Mei's pigtails abruptly becoming undone as the chain around her neck vanished, leaving the girl to hold the Capsule above her head. With one hand, she pulled away the ribbon around the neck of the capsule, said ribbon and silver star vanishing in a flicker of flames before reappearing on her head as a pale orange headband with a silver star in the center. In a single movement, Mei's clothes melted away as she pulled the pale orange cloth, the cloth also vanishing in a flicker of flames before reappearing as a simple dress. A five pointed star appeared at Mei's feet as she wrapped her fingers around the Star Capsule, pulling off the cork as she spun. A whip of flames erupted from the small bottle, seeming to melt her Star Capsule into nothing, before rings of fire appeared over each of Mei's wrists and ankles. The rings around her wrists spun, getting closer and closer to Mei's skin, and the second they touched, a flicker of flames flashed, creating pale orange, elbow-length arm warmers, scalloped edges at the knuckles whereas the other end was decorated with red frills, red ribbons decorating the wrists of the arm warmers. The rings around Mei's ankles repeated the process, reforming into pale orange stockings with red frills, a second burst of flame creating ankle-length red boots, the toes and ankles of which were decorated with silver stars. Fire formed in Mei's hands and she combined it into an orb of fire, which she then pressed to her chest - and in an eruption of fire, the rest of her outfit began to appear. Her square neckline top was pale orange in color, cut three times in the front and twice in the back to resemble a star. The neckline was lined in a bright red, tying into a fluffy chest bow with long bowtails that almost reached her waist, a silver star brooch at the center of the bow, engraved with the Aries symbol. Another flash of flames formed a simple silver cape with scalloped edges off her shoulders, held in place by her brooch, two other crackles of flame creating a silver choker around her neck and a pair of simple silver star earrings. A bright red sash appeared around Mei's waist, the right side tying off into another bow as a silver brooch clasped it into place, the brooch also engraved with the Aries symbol. A dark red two layered, asymmetric skirt - with the top layer longer on the left side - appeared around Mei's waist, a small ribbon of flames creating bright red frills to decorate the skirt. With a final spin, Mei's auburn hair grew longer, parting low and curling into large, horn-like curls on both sides of her head, before turning red, her eyes turning the same color as her hair. Mei flipped forward, her surroundings exploding into flame the second her feet hit the ground again - and she charged through the flames, cape swaying and the girl unharmed by the flames...

_"The fire star with the determination of a ram, Cure Aries!"_

The Trou Noir swung its arm down again, fully intending to crush Usami right then and there - but Aries raced in, swung her arms up to stop the blow...and like magic, she'd caught the offending hand with both arms. Aries's red eyes widened, both ecstatic and horribly surprised by this. "Uwawawawawa - Usami, l-look, I caught it!" she exclaimed, smiling nervously at the bear. The smile was cut short a second later, when the Trou Noir grinned wickedly and yanked its arm up - and with Aries still gripping its arm, she was yanked up too. The fire-based magical girl shrieked, instinctively swinging her body forward. Her heel slammed straight into the Trou Noir's face - and the sudden force of the impact sent the monster flying backward. Aries shrieked again when gravity sent her forward with the monster - and she let go of the Trou Noir's arm...which earned another shriek as she plummeted toward the ground, only managing to land on her feet at the last second.

The ground rumbled again as the Trou Noir hit the ground. Aries stared at the monster's fallen form, mouth agape and eyes widened in disbelief. "I - I did that...?" she asked, voice weak.

"Of course you did!" Usami said, "You're a Pretty Cure!"

"Wow..." Aries gasped in awe, staring down at herself. She hadn't really taken in how she looked either - the outfit was sort of cute, if a little mystifying. Were all Pretty Cure like this? She wanted to ask - but the Trou Noir was shifting, moving to get up again. Aries swallowed hard, afraid, though her body instinctively turned in the monster's direction, her stance widening to allow her to go on the offensive.

"Trou Noir!" the monster shouted once on its feet - before punching the ground. The resulting shockwave destroyed the monster's paper formed arm - but instead of the papers disintegrating into nothing, they became razor sharp and shot straight for Aries and the unconscious students and teachers.

"Oh no you DON'T!" Aries shouted, eyes blazing in utmost fury. The air began to crackle and fluctuate around her - and then, abruptly, Aries _exploded_, a searing wall of flame generating from her form, rushing toward the Trou Noir like a tidal wave. It incinerated the razor sharp papers, reducing them to cinders - but kept going as well, consuming the Trou Noir's form. It screeched and wailed in agony, trying desperately to put itself out to no avail - and soon enough, it left nothing but an extremely large Darkness Jar in its wake. The fire focused entirely on the jar next - and the second the jar shattered, the fire vanished. The darkness vanished and Inner Stars spilled out of the jar like fireflies, each star zooming back to its living host. Light shimmered all around, repairing some of the damage - not all, but some.

Aries heaved a sigh of relief - which turned into a cry of surprise as two forms hurtled through the open double doors a ways away. The silver-haired woman Aries didn't recognize, but the blue themed magical girl - that was Ushio, wasn't it? Or Cure Pisces, anyways.

The two hit the ground in a tangle of limbs before the silver-haired woman kicked Pisces off. Pisces grimaced in pain - and Aries's eyes narrowed. "Leave my friend alone!" she ordered, moving to get in between the two of them. As the silver-haired woman stood up, she eyed both Cures warily, before seeing that the previously unconscious students and the like were beginning to stir. Though her face remained neutral, her body language shifted ever so slightly, implying disappointment.

"We will have to do this another time, Pretty Cure." the woman announced before abruptly vanishing without a trace.

Aries and Pisces traded glances. What was going on...?

* * *

_"Due to the second attack on Etoile Academy, the school will be shutting down for the remainder of the week..."_

Hirui Hidama frowned, changing the channel. Mei had indeed called her, just as she'd asked her to, and the mother of three hadn't been pleased to find out there was yet another attack on the school. Lucente Bay was such a peaceful place, what deity had decided to change things up now? The reports had stated it was a school-wide gas leak, but that just didn't make sense to the woman. That Kimura boy had mentioned something about a strange dream he'd had too...

With this in mind, Hirui crept into Mei's room, finding the prone Usami there. Mei, Miyo and Kouta had all gone to bed hours ago - and Hirui didn't feel she could rest until she spoke to the bear. "Usami," she whispered carefully, worried about waking her oldest daughter, "it's me."

Usami jumped, before smiling at the older woman. With a small smile of her own, Hirui carefully seized the little bear and brought him out of the room, taking him to the dimly lit kitchen. "Ruru-chan~" he sang, snuggling close to Hirui as he was carried along.

"Yes, yes..." Hirui answered with a chuckle, placing the bear down on the kitchen table. "We haven't had the chance to speak lately - but there's something that's bothering me." A hesitant pause. "Those incidents at Etoile - they weren't just incidents, were they?"

Usami's shoulders drooped. "Something's appeared." he admitted. "I don't recognize them - they aren't the same as from last time..."

Hirui's lips pursed. "The Pretty Cure?"

Usami's eyes lit up now, the bear clearly proud of himself. "Two new ones. Ruru-chan, not all of the stars disappeared! There's at least an Aries and Pisces - " he said, unable to contain his excitement - and then stopped, seeing the pained look on Hirui's face. He placed a fuzzy paw over Hirui's hand. "You could help them!"

The woman shook her head. "I can't. I..." she trailed off uncertainly, "I'm a mother now and a wife, and..." she shook her head again. Even if she'd wanted to, she wouldn't be able to bring herself to do it. What if the new Cures died because of her, just like last time? "But there's one last thing..." she paused again, biting her lip. "Miyo and Mei, they're not...?"

Usami was silent for a long time, the little bear struggling with an answer. Hirui would never forgive him for lying - but she'd never forgive him for allowing Mei to be a Pretty Cure either. Finally, not trusting his voice, he shook his head - and felt an immediate stab of guilt at the utter relief that washed over Hirui's face.

"Thank goodness..."

The bear could only watch as Hirui excused herself to go to bed - and when he was left alone, he felt even guiltier than before. Sadly, he looked out the window, gazing up at the stars in the night sky and the bright moon. "Mama," he whispered, "I did the right thing, right?"

There wasn't an answer. Usami knew there wouldn't have been -

- but it would have been nice if there was.

* * *

**ED:** "Twinkle Twinkle" - Yui Horie

* * *

**ON THE NEXT EPISODE:**

Usami: Ruru-chan's gonna be so mad...  
Mei: Nnn, what are you talking about?  
Usami: Nothing, it's nothing! Really!  
Ushio: I dunno, you sound kinda shifty...  
Mei: Ushio-chan's right! What aren't you telling us, Usami?  
Usami: I-I don't know where you're getting that idea from!  
Ushio: Hey, Mei, isn't that another Star Capsule...?  
Usami: ...  
Mei: The plot thickens! Next time on Starshine! Pretty ✰ Cure:** Mama was a Pretty Cure?! Usami's sorrowful story.** Don't forget to make a wish next time too!


	4. Into The Past

"Care to explain what this is?"

Chie Tachibana stopped as she came to the unfamiliar doorstep, blinking faintly in recognition. The voice was none other then Mei Hidama, her classmate, but Mei's voice sounded - angry. Against her better judgement, Chie remained still, curiosity beating her urge to complete her delivery.

"C'mon, it - no _way..._" That was Ushio Hoshizora. She didn't sound upset like Mei did - rather awed. Chie leaned ever so closer, her inky black straight cut hair beginning to frame her face.

"You were going to tell us about this, right?!" Mei again, voice rising in anger.

"A-ah, w-well..."

Chie didn't recognize the third voice. They sounded younger though, and male. Maybe it was Mei's younger brother? The girl frowned upon pondering this, however - Kouta hadn't sounded anything like that. Before she could think about this more, the girl gasped lightly, pale cheeks flushing in embarrassment. Oh, oh it really wasn't nice to eavesdrop on private matters. Clearing her throat and shaking away her embarrassment, the girl rang the doorbell. Within moments, it swung open, revealing Ushio instead of Mei. Ushio offered Chie an apologetic smile - and Chie found herself flushing in embarrassment again, bowing in greeting to hide her reddened face. It took several seconds before the girl found her voice. "Your order from Tachibana Teahouse has arrived." she gestured to the box beside her, containing a pot of sweet peach tea, several chocolate filled croissants, cookies and a whole cheesecake. Chie gave the total and waited as Ushio - and Mei, who had appeared at the door as well, though her mind appeared to be elsewhere - dug through her wallet to pay for the order. The two girls each paid half and as Chie counted the money, the question leapt from her mouth before she could stop it: "So are you two the only ones here?"

Mei didn't answer, but Ushio did, the girl laughing in response. "We've got some of Miyo's friends here." she said, adding a rather generous tip in response. Chie's brown eyes widened in bewilderment - but her parents had raised her to never turn down extra money - and then she bowed to them again.

"Enjoy and please order from Tachibana Teahouse again!"

The two girls gave her goodbyes and Ushio shut the door as Mei brought the box in. The tanned girl waited for Chie to vanish and be out of earshot - and finally, the girl nodded, signalling that the coast was clear. As she turned to face Usami, however, her expression had hardened a little, lips pursed in a tight line. Mei looked even sterner, her normally friendly gray eyes taking on a darker color, like that of blades. "Usami," Mei spoke slowly, "you're going to tell us what this is." she dug into her pocket and brought out a small bottle.

It looked like an older version of the Star Capsule both Ushio and Mei had. But while theirs looked like pill bottles, this older one was shaped vaguely like a 5-pointed star. There was no oversized ribbon around the neck of the bottle - rather, it was a small, sheer ribbon in a pale orange color. Instead of several large clusters of light, there were thousands of tiny, glittering specks of orange light, and instead of a tan cork, there was a small, rounded top colored a vivid orange that kept the glimmering specks of light from flying out. But most striking was the small, 8-pointed silver star shaped pendant at the center of the ribbon, etched with the symbol for Leo.

"U-um..." Usami mumbled, trembling and gray eyes darting all around, as if he was trying to deduce an exit strategy. In response, Mei and Ushio flanked both his sides - and realizing he was trapped, the little bear let out a tiny whimper of misery. "...o-okay." he said, shoulders slumping. "Sit down - i-it's not an easy story to tell."

The two girls traded a glance before both sat down. With Hirui working, Miyo down at Arata's house, and Kouta on the other side of Lucente at the arcade, the three would be alone for several hours yet.

Usami took a deep, shaky breath. "Here we go..."

* * *

**OP:** "Purikyua ✰ Wish!" - StarSHINE

**EPISODE 4** - "Mama was a Pretty Cure?! Usami's sorrowful story"

* * *

Hirui Kouen sighed in defeat as she failed at the crane game for what felt like the millionth time. The 9 year old redhead peeked around for anyone who would reprimand her, before pressing her face longingly to the glass. Hnnn, there was the cutest teddy bear in the pile of stuffed animals, all blue with stars in its ears and at the corners of its eyes and Hirui wasn't quite sure _why_, but she just **had** to have it! "I'm gonna rescue youuuu~" she told the teddy bear, frantically digging for more coins to use. She was going to waste her entire allowance at this rate, but it would totally be worth it! In her rush, she hadn't seen how the bear's ears twitched, though when she finally had more money in hand, she blinked upon looking at the machine again.

Was the bear...staring at her?

...and smiling too?

Uncertainly, Hirui tapped the glass. "Can you hear me?" she asked - and shrank back as the bear nodded. A million questions ran through her mind all at once, the first being how on earth had a sentient bear gotten into a crane game? And for a second, the girl found herself irritated - she'd wasted so much money trying to win the bear and it could have freed itself at any time! The girl puffed her cheeks out, more annoyed at this by the second. "You coulda at least helped me win you too..." she muttered.

"Ah, I apologize." came a voice from behind Hirui, startling the redhead. "Usami's preferred method of finding others is...a little odd." Hirui turned - and stared at the speaker, an elegant woman in her late 30s with dark skin and dark blue hair tied off into a braid, reminding Hirui of a starless night. The woman's eyes were a surprising shade of icy blue however, automatically drawing Hirui's gaze to them. The woman was dressed plainly, her blouse and slacks nothing out of the ordinary, though she was taller than the average woman around here. Despite the height difference, however, the woman smiled kindly - and then bowed in utmost respect for the little girl, making Hirui turn as red as her hair. "Thank you, however, for finding my son."

Another girl stepped out from behind the dark-skinned woman, sporting a friendly smile and patting the woman's back enthusiastically. "Bah, Ursa, don't be so formal! You're gonna scare the kid half to death." she chided, laughing at the startled expression that came to Ursa's face. When the new girl turned to face Hirui, the redhead found herself smiling despite herself. This girl wasn't nearly as tall as Ursa was or as dark-skinned - rather, she sported a slight tan as if she spent a lot of time outdoors. Black hair pinned back into a ponytail, the girl's eyes were a dark red - fringing on brown - and freckles dusted her nose and cheeks, somehow managing to make her look even friendlier. She had to have been at least 17 and was dressed in the sailor uniform of the nearby high school - and the girl grinned, sticking her hand out for a friendly handshake. "Nice t'meetcha! I'm Nami, Mizuno Nami! And you?"

Hirui was startled again, not sure what to think about Nami's forwardness, before she hesitantly took the girl's hand, offering a weak handshake. "...H-Hirui." she stammered. "Kouen Hirui." she let go, bowing to the two of them. "I-it's nice to meet you, Ursa-san, Mizuno-san."

Ursa opened her mouth to return the greeting, but Nami cut her off, waving her hands frantically. "Nooooo, none of that! 'Mizuno-san' makes me sound _old._ You're calling me Nami, okay?" Another infectious grin, one Hirui couldn't fight against even if she wanted to. When the redhead nodded, Nami let out a whoop of victory. "Score!" she then offered the crane machine a side-long glance, knocking on the glass. "Oiii, Usami, you can come out nowww~"

Usami responded by diving into the pile of dolls. They rustled every which way and there was a small _thunk_ as something landed in the prize compartment. With a squeak, the door swung open, revealing that same bear Hirui had thought was alive. The little bear beamed, abruptly launching himself at Ursa. "Mamaaaa~!" he said happily as the woman caught him, snuggling in her arms and nuzzling against her chest, making tiny noises of contentment.

Hirui stared. "U-um..."

Ursa smiled in apology. "This isn't my normal form. I'm in disguise." she chuckled, "Usami here hasn't learned how to switch forms - although I don't think he wants to." she poked his cheek affectionately. "There's something we need to discuss, Kouen-sa - " the woman was cut off once more by Nami, Ursa's lips pursing. Before she could speak, however, she noticed something different about Nami's expression.

Seconds later, there was a burst of red light that impacted against the crane machine the small group was standing at. Hirui shrieked and immediately Ursa was shielding her, both with her body and a bright dome of light overhead, keeping the three of them safe. Nami, however, was just behind the dome of light, mumbling and grumbling under her breath. "Tchhh, why nowww?" she said with a pout, watching with an annoyed expression as the crane machine grew larger and taller, the stuffed toys within strangely vanishing into nothingness. The top to the crane machine had vanished while the crane itself had grown extremely large, sharp and pointy. Large red eyes appeared on the monster, followed by an evil grin, as it spread its arms triumphantly, the crane swinging around madly.

"WAISEINAA!"

Nami placed a hand on her hip and rolled her eyes. "Really? You've gotta interrupt right _now_?" she asked, sighing and bringing out a small, star shaped bottle, tied with a pacific blue sheer ribbon and capped off with a round steel blue top, clasped with an 8-pointed pale gold star engraved with the symbol for Scorpio. Thousands of specks of steel blue light shone inside the bottle. "Hirui, you're watching, right?"

Hirui nodded timidly. "Y-yeah."

Nami smiled. "Good." she then pressed the star shaped bottle to her lips. _"Pretty Cure! Star's Blessing!"_

Dark blue light exploded all around as Nami's clothes melted away and her hair became undone, hanging loosely over her shoulders. The ribbon from the bottle neck vanished, reforming as a steel blue headband with an 8 pointed star adorning the center of it. The specks of light in the bottle came flurrying out, creating a snowstorm that spun all around Nami's form, sending her arcing upward before she flipped down on her feet. A 5 pointed star appeared at her feet, glowing brightly and frosting the ground beneath her. Icy wind created the glowing form of her top - a steel blue sleeveless top that split into two ruffled portions at the bottom, the circle neckline lined in dim pacific blue ribbon which culminated in a rectangular bow and a ruffle underneath, making her 8-pointed pale gold star brooch look like it was shooting upward - and skirt - a dim pacific blue skirt that stopped a few inches before it reached her knees, the skirt decorated with slightly lighter frills and a light blue cloth hanging over it, adorned with two pale gold stars - before a second burst of wind created her dangly star shaped earrings, her sash and circular brooch clasping it in place, her pale gold choker and her dim pacific blue cuffs that were decorated with long, steel blue frills. Nami spun once, steel blue tights clothing her legs and dim pacific blue boots appearing on her feet, pale gold stars decorating the toe of the shoes. Closing her eyes and placing her hands to her shoulders, a flurry of snow rushed past, creating thin shoulderpads adorned with lighter colored frills, a majestic pale gold cape attaching to the shoulderpads in a flash of light. Ice frosted over both gold brooches, engraving them with the Scorpio sign and a final snowy whirlwind changed Nami's hairstyle. Wavy ocean-teal hair came to her waist, bangs absent due to the winding scorpion tail shaped braid that went all the way across her forehead to hang at the right side of her head, the braid stopping at her elbow. Two strands of hair hung over her right eye, where a third strand of hair curled upward, like a question mark shaped ahoge. Opening her now seafoam green eyes, a mirror of ice appeared in front of Nami, which she leapt through, landing on her knees with a grin of determination.

_"The water star with an inner reflection, Cure Scorpio!"_

The Waiseinaa swung its crane at Scorpio's form - and the blue Cure effortlessly dodged it, leaping up high and pulling at the long frills on her left cuff. They detached with ease, revealing them to not be frills, but actually individual strips of cloth. As her jump descended, she threw several strips of cloth all around - which shimmered and became tall mirrors, floating all around the impromptu battlefield. The Waiseinaa swung at Scorpio the second she landed - and all Scorpio did was smile again, tossing another cloth beneath her feet. In an instant, it became another mirror, which she effortlessly disappeared into, re-emerging from a mirror high above the Waiseinaa. Scorpio twisted, folding her hands together and swinging them down in a two-handed punch that smashed into the Waiseinaa's head. The monster crumpled to the ground and Scorpio flipped into another mirror, reappearing a ways away from the monster's gut. Kicking off the mirror, she slammed a fierce punch into the Waiseinaa's belly - and was caught off-guard by a swipe from the monster. As she was smacked away, the Cure hastily threw another cloth in front of her, disappearing into the newly formed mirror before she could go hurtling into the nearest building.

She reappeared out of a mirror at the monster's feet, momentum and gravity barrelling her straight into the Waiseinaa's legs. She practically bowled its feel out from under it before gravity finally brought her to a halt - via crashing into a bush. The thunderous thud alerted her that the Waiseinaa's down for the count too - and Scorpio grimaced as she pushed herself to her feet. Shaking away the spinning colors all around her, Scorpio pulled at the strips of cloth on her right cuff. The cloth floated toward the Waiseinaa, forming a circle all around the fallen monster - and the ground frosted under Scorpio's feet.

_"Pretty Cure..."_

The circle of cloth turned into a floating circle of mirror shaped swords, each razor sharp and pointed at the Waiseinaa.

_"Frigid Reflection!"_

The swords all flew at the Waiseinaa - but rather than skewer it, they disappeared the second they touched the Waiseinaa's form. For a moment, nothing happened. Then, the Waiseinaa completely frosted over, becoming total ice - and when it shattered, it shattered into mirror shards before vanishing completely, leaving the crane game in its previous place, perfectly intact and unharmed.

Scorpio wiped her brow. "Whew!" she said with a sigh of relief, before turning to face Hirui, clapping her hands in delight. "Cool, right? Oh man, that was a terrible pun..." she scratched her cheek. "But anyways, now that we got that out of the way," she bounced on her heels, smile widening, "I can give you the real news! You're a Pretty Cure, just like me!"

Hirui, who had been staring at the scene with eyes the size of dinner plates the whole time, stiffened, turning pale. "...what...?"

Usami beamed. "You're a Pretty Cure!"

Hirui took three steps back - and then fainted.

* * *

In the present, Mei Hidama fell out of her chair. The pigtailed girl hadn't even noticed she'd hit the wooden floor at first, too stunned to compute anything. Her mother, the mother she loved so much, was a Pretty Cure just like she was. Leo, if that Star Capsule meant anything. A dim part of her brain realized this meant they were both fire-sign Cures and was more than a little amused at the coincidence of it. Was it fate? Did it run in the family? It - what on earth did this all _mean_?

While Mei was struggling to comprehend everything, Ushio stared, jaw hanging open, as she tried to get through it too. Hirui being a Pretty Cure was really surprising, but - but there was something else that had come to mind and the black haired girl leaned forward as much as she could, meeting Usami's face with an enthusiastic expression. "So there are other Cures?! And you and Ursa have powers?!"

Usami jumped, shuffling awkwardly. "A-ah, well..."

"And oh man that Mizuno chick sounds so _awesome_, she must be friends with Hidama-san right - "

Mei finally recovered, sitting up with a start. Her expression was wild and the girl was trembling in panic and rage. _"Why didn't you tell me mama is a Pretty Cure too?!"_she demanded, voice high in a hysterical shriek.

" - and what's a Waiseinaa anyways? That's not what Mei fought the other day - "

_"That was something I really should have learned beforehand!"_

" - and if those aren't the baddies we fought, who are you telling us about? And we have a mission, don't we - "

_"What else have you been lying about?!"_

Usami, brows furrowed, finally had it. "ENOUGH!" he shouted, leaving both girls speechless. He was trembling, but not in anger. Rather, the poor bear was just overwhelmed, desperately wanting to answer their questions at once, but he just didn't have the capability. With a few deep breaths, the bear tried to tackle their questions one by one. "Mei-chan, I'm real sorry I didn't tell you sooner. Ruru-chan _was_ a Pretty Cure, but...she can't fight right now. A-and - and there are other Cures...I_think._" he could sense them wanting to ask more questions and held up a fuzzy arm to silence them. "I'll get to that all, promise." he assured, Usami's eyes closing as he tried to remember what had been asked next. His shoulders drooped. "Mama had plenty of amazing powers - she was the stronger of us two."

Ushio frowned. "Was?"

Usami dodged the question. "We're emissaries - " the bear's face scrunched up, not knowing why he wanted to tack on 'of light' to that sentence, then shook his head, having a feeling he'd used the wrong word. " - no, _guardians_, that's right. I mentioned it to Mei-chan before - Via Lactea. That's the place Mama and I came from."

Mei, who had started winding down from her hysterics, blinked. "That's the Milky Way, right?" At Ushio's puzzled look, Mei's cheeks tinted pink. "It's Latin, I read books about space when I get bored..."

Usami nodded. "You're right though! There's a kingdom there, in the middle of it. That's what Via Lactea is! And all the Inner Stars in the universe get born there - and they all return there, since stars never actually die and stuff." he beamed, clearly enjoying sharing this information. "And a long, lonnnng time ago, King Altair and Queen Vega decided that there needed to be guardians. So they created the Pretty Cure! And all the Pretty Cure came to defend Earth, 'cause it needed the most protection. They started with 12, but there's probably more out there - since people with the brightest stars can become Cures, you know?" he bounced a little, liking the feeling of being useful. "Oh oh! Waiseinaas weren't really that big a deal, eheheh. Just...monsters! Various factions wanted to attack Earth, but they never really got anywhere, because the Cures were always there!"

Ushio frowned once more. "So why aren't they around now?"

Usami didn't answer, instead falling quiet. "Naminami was really nice. Never gave up on anyone." he finally said, a wistful smile coming to his face. "The other girls too. And mama." His expression turned sad, the bear's shoulders slumping.

Mei reached out, gently placing her hand on Usami's head. "Tell us - " she hesitated. Given what Usami was saying and his phrasing, she could hazard a guess as to what had happened. But...there had to be a polite way to phrase it, right? She bit her lip, giving Ushio a pleading look - and Ushio responded with a downturned gaze. She didn't know either. Mei paused, ruffling Usami's fur in silence as an excuse to give her more time to think. " - who made everything change." There. That seemed good enough.

Usami leaned toward Mei's touch, letting out a sniffle. "It...i-it was..."

* * *

"Ophiuchus."

Hirui fidgeted at the new voice, feeling woefully undressed for the occasion. Ursa's apartment had a makeshift room - and it had been converted into what Hirui could only describe as mission control. The entire room appeared to be the night sky and in a large circle around the room were the 12 signs of the zodiac. Hirui and Nami stood over the signs of Leo and Scorpio, respectively. But the others weren't there. Hirui recalled Nami telling her soon after she'd become a Pretty Cure that the zodiac Cures had been scattered all over earth in order to protect it better from threats and that as a result, they rarely could all gather in person. The other 10 were represented by colorful orbs that floated like fireflies over their respective symbols. In the center of the room, Ursa - in human form - and Usami - in his teddy bear form - stood before a large platform, its only contents being two glowing discs. Like holograms, two forms stood there. On the left was a man - Altair - with weathered tan skin and black hair, combed perfectly, though there was something..._ordinary_ about him, like he was too plain for the regal, beautifully intricate white robes he was wearing. Coupled with the long, furred cape swathed around his shoulders and the intricate golden crown on his head - Hirui had to bite back the urge to laugh, sorely hoping nothing surfaced in her expression. It was like they'd picked the plainest, most ordinary man ever to become a king...

The woman - Vega - beside him, however, was another story. Pale skinned with long, flowing golden hair and eyes of the same color, Hirui found herself thinking she wasn't worthy to be in the woman's presence. She was the most beautiful woman Hirui had ever had the privilege of seeing and the redhead found herself thinking of a star given human form - that was the sort of beauty and radiance she held. As a contrast, the woman was garbed in elegant robes of dark blue dotted with silver stars, the lacy, intricate crown on her head also silver and shimmering with jewels. Perhaps noting Hirui's discomfort and her staring, Vega offered the redhead a small, polite smile and Hirui flushed in embarrassment, ducking her head and biting back a moan of humiliation when Nami patted her back. "We believe she's resurfaced." Vega continued without missing a beat. "It would be...unwise to ignore this threat."

The glowing pink orb of Gemini flared up. It spoke with a girl's voice, someone around Nami's age. "Who's Ophiuchus anyways?"

Altair spoke up now. "When we created the Pretty Cure, we initially chose you 12 signs of the zodiac. But Ophiuchus is the 13th - and she was not deemed strong enough to become a Pretty Cure." the king sighed, as if reliving the memory. "She was angry at not being chosen. We tried hard to explain it to her, but she refused to listen." A disappointed headshake. "Ophiuchus then disappeared out of the kingdom - but not before threatening us all first. A girl like that..." he paused uneasily, "...she meant every word. If she's resurfaced now, after so many centuries, then..."

Taurus's brown orb flared up. The voice that accompanied it was older than Nami, roughly someone in their twenties: "Then we have to take care of her? Shouldn't be too hard, we've dealt with threats before." A chorus of agreement followed all around.

"She'd likely attack here first - " Vega pointed out, holding her hand up to stop the influx of suggestions, " - and it would be safer if you all stayed on Earth. If she escaped, Earth would be left defenseless."

"But!" Hirui burst out before she could stop herself, "What about you two?!" No sooner had the question left her lips did Hirui clap her hands over her mouth, the girl turning bright red. Rude, so rude! That wasn't how you addressed _royalty_...

Altair surprised her by offering a chuckle. "You aren't the _only_ Pretty Cure we creat - " he was cut short, however, as something happened out of sight on their end. While the group couldn't hear it, whatever it was had enough sway over both king and queen to make them look so horrified. Altair clenched his fists, turning swiftly on his heel to apprehend the threat - and Vega followed, the two "leaving" the glowing discs in the center of the room. An uncomfortable silence followed, as well as unbearably long interval in which nothing happened outside Ursa and Usami's shouts as to whether the king and queen were all right. Hirui was about to suggest that maybe they could get in contact with the king and queen later -

- when a young, purple haired girl stepped into view. Deathly pale, she was dressed simply with a long sleeved dark gray top and a long black skirt. The girl's eyes were the red of freshly spilled blood and the expression on her face was wild and unhinged. She grinned upon seeing the group. _"You're next, Pretty Cure."_ she declared, her voice echoing eerily - and then the glowing discs shut off.

Another silence followed. Surprisingly, it was Nami who spoke up, the girl's normal fun and joking nature completely gone. "Ursa?" she asked, voice level and serious, "Gather the other Cures." Nami's eyes narrowed. "We have a battle to win."

* * *

_[eyecatch 1 - A close up of Cure Scorpio, water and ice surrounding all around. With a smirk, she shoots ice out toward the viewer - only for the scene to pan out and reveal that she's created a circle of mirrors all around her so she can check herself out. With a hip sway, she winks at the viewer as a young Cure Leo watches and blushes in secondhand embarrassment. The Starshine logo appears in the corner.]_

_[eyecatch 2 - A close up of a young Cure Leo. Flames twirl all around her in a dynamic fashion. She sends a burst of flames out toward the viewer - only to reveal she's trying to cook a yam. Leo grins in happiness and takes a bite - only for it to be too hot for her and she flails around in a comical manner. Scorpio sighs and douses ice water on her. The Starshine logo appears in the corner.]_

* * *

In the evacuated city, the 12 Cures stood on guard. High above, the sky began to rumble, turning from its normal blue to an ugly gray, before turning a wine red. The clouds in the sky turned from while to black, the bottoms of which rumbled with thunder and lit up with lightning. From those clouds, Ophiuchus descended toward the group.

Leo's first thought was that Ophiuchus didn't look much older than she was.

Her second thought was maybe they could be friends.

And then Ophiuchus went on the offensive and her third thought was that Ophiuchus hit _hard._

She hadn't even seen it coming - one moment Ophiuchus had landed, the next tendrils of darkness _erupted_ from her, knocking Cures over, Leo herself getting flung into a roof. The three air Cures - Libra, Gemini, and Aquarius - attempted to leap away from the damage, only for several other tendrils of darkness to seize them. Libra and Gemini were flung farther up, whereas Aquarius was snatched and then thrown at full force toward her fellow air Cures. The result was the trio hurtling backward, landing in an undignified heap. Scorpio was faring better, only being clipped by the darkness, the Cure leader relying on her mirrors to avoid the damage. The blue Cure vanishing into a new mirror, she reappeared near Ophiuchus, attempting to inflict some kind of damage on the crazed girl - only for Scorpio to bounce off some invisible shield and skid away, slamming into a building wall.

Ophiuchus laughed and took the opportunity to shatter as many of the mirrors as she could. Out of the corner of her eye, the pale yellow form of Capricorn was rising. "Pretty Cure..." Capricorn wheezed, "..._Thorn Cage!_" The ground rumbled beneath their feet as large thorned vines rose from the earth. Within moments, a cage of thorn vines trapped Ophiuchus in place. Capricorn grinned - and so did Ophiuchus. In the next instant, pure black flames engulfed the earth-based cage, reducing Capricorn's handiwork to cinders - and then Ophiuchus sent another tendril straight at Capricorn, sending the pale yellow Cure careening straight at the still recovering Scorpio.

"Pretty Cure Ocean Crash!"

Taken by surprise, the purple haired girl gasped as Cancer's attack came rushing at her. Ophiuchus leapt up high to avoid the brunt of it, though the water still managed to snuff her flames. Before she could formulate an attack plan, there was a burst of red light.

"Pretty Cure Burning Arrow!"

A barrage of fiery arrows exploded into Ophiuchus and from the ground, the scarlet clad Sagittarius smirked. "Little girls shouldn't play with fire!" she taunted. As the smoke from the attack cleared, however, Sagittarius cringed. Despite the burns, Ophiuchus was still very much alive - and now she was _mad._ The darkness tendrils shot out, seizing a large tree and uprooting it with little effort...and then Ophiuchus let out a wild scream, flinging the tree at Sagittarius and Cancer. The fire and water Cures were too scared to move, Cancer cowering into Sagittarius's arms - and then the brown-clad Taurus leapt in with a shout of "Pretty Cure Ground Uprising!" that created a massive earthen wall putting the small group in between the oncoming tree. The tree barreled into it - but the earthen shield held out, rendering the crazed girl's attack harmless. Ophiuchus screamed in rage again and Gemini maneuvered herself to the top of the earth wall. Glowing with a pink power, she grinned.

"Pretty Cure Gale Crescent!"

Leo, who had finally recovered thanks to Ursa's healing, struggled to her feet. She found herself behind Ophiuchus, the purple haired girl's back facing her - and with a grimace, Leo decided to take advantage of her position. "Pretty Cure Flame Shot!"

Both attacks hit Ophiuchus, who cried out in pain. "You..." she hissed, _"I hate all of you!"_ And then she exploded with darkness again, fierce tendrils of darkness lashing out at the group. Getting to their feet again, it was Aries that illuminated with a fiery power, her expression grimly determined.

"Pretty Cure Fire Whip!" she shouted, launching herself at Ophiuchus - who retaliated with dark flames once more, snuffing out Aries's own fire and replacing it with her own. The red Cure screamed in pain before Ophiuchus seized her and sent her hurtling into pavement. Pisces managed to catch her, whereas Ursa hurried to put out the flames and heal Aries before the damage became too much. Gritting their teeth, Pisces and Virgo teamed up.

"Pretty Cure Water Lance!"

"Pretty Cure Petal Spiral!"

Libra jumped in as well. "Pretty Cure Air Slice!"

The three attacks rushed against Ophiuchus - and impacted against her re-established shield, The attacks then rebounded and were sent back flying toward the three of them - and then the attacks amplified, no doubt by Ophiuchus's dark powers. Ursa and Usami leapt in to shield the scattered Cures - but only served to get the brunt of the attack directed at them. Both bears collapsed...but Ophiuchus wasn't done.

She _laughed._ "This is the power of Pretty Cure?!" her voice echoed from so high above and her form darkened. A monstrous dark aura writhed all around her, extending from her form and becoming a malicious looking dragon - that split into 12 smaller serpents, attacking each of the fallen Pretty Cure. Tossing them into buildings, destroying architecture - it didn't matter what destruction Ophiuchus rained on the surroundings. She wanted the Pretty Cure _dead._ And while most of the Pretty Cure were badly hurt, two had managed to stay on their feet. Trembling with the effort to stand, Aquarius and Scorpio stood defiantly, glaring up at Ophiuchus. If they could freeze her, then maybe...

"Pretty Cure Frigid Reflection!"

"Pretty Cure Wind Chill!"

The two ice based attacks flew toward Ophiuchus, though Scorpio's had much less power behind it. As a result, it barely made Ophiuchus budge. Scorpio swore under her breath - and then looked horrified when Ophiuchus shattered the last of her mirrors. She was terrified - without her mirrors, she couldn't perform her finishing attack, nor could she rely on her surprise tactics. But deep down, Scorpio knew she couldn't make this just about her. "We can still do this!" she declared, punching her fist into her open palm. And slowly but surely, the Cures regrouped with Scorpio, each battered and hurt, but still willing to fight. "If she's gonna remain up there..." Scorpio continued, pointing up toward the floating Ophiuchus in the sky, "...then we take the fight to her."

One by one, the Cures nodded. Each of them glowing with power, they shot off like shooting stars toward Ophiuchus and -

* * *

- "Enough! _Enough!_" Mei begged, tears running down her cheeks. Usami was trembling, struggling to save face by not crying - but as he'd detailed the battle, the mask began to slip, revealing just how broken up over the matter he really was. Ushio was already bawling, sobbing pitifully into the table. Mei sniffled and tried to dry her teary eyes, but when it didn't work, she just shook her head and seized Usami, hugging the bear as tight as she could. "It's okay, you don't have to keep telling the story!" she insisted shakily. "A-and - and you can cry, it's okay! I-I won't get mad, I-I'll - "

But she couldn't finish. Heeding her words, Usami let himself finally break down - and it was enough to get Mei going too. She cried for Usami, for Ursa, for all the fallen Cures, for her mother, for _everyone_ and couldn't stop. Her mind raced in a thousand directions all at once as she sobbed and cried and apologized repeatedly for making Usami re-live such painful memories, hugging him tighter and tighter as if her hug would chase all the demons away. Soon enough, Ushio had made her way over to her, hugging _Mei_ tight - which only made Mei cry even harder.

The trio stayed like that for a while, hugging and crying until they'd cried all their feelings out. When they'd finally calmed down, Usami dozed off, whereas Mei and Ushio lapsed into a slightly uncomfortable silence.

It was Ushio who spoke first. "So...what are we gonna do?"

Mei tried to reply, only letting out a raspy croak. It was such an absurd noise that both girls laughed, tension in the room eased ever so slightly. With an apologetic smile, Mei tried again. "I...I-I dunno. I can't tell m-mama about it, I mean..." Mei trailed off. It was a lot of information to sift through. The thing that scared her the most was that Pretty Cure could _die_ - but considering what had just happened to her, she supposed it wasn't too far-fetched. It still terrified her, however, and if her mother knew...

"I wanna keep fighting."

Mei blinked, surprised at how serious Ushio sounded. Her red-rimmed gaze flicked over toward Ushio, expression both fearful and puzzled.

"I-I mean, it sounds like a suicide mission considering everything we just heard." Ushio admitted, scratching her cheek. "But - if we don't fight, who will?" her gaze pled with Mei to give her some different answer, but Mei only looked down. "I don't want anything like what happened to you or Arata or anyone else to happen. And no one else can fight it, you know that." Mei looked down again, making Ushio feel slightly guilty. Two for two. "Hey." she ventured, placing a hand on Mei's shoulder. "Don't look so down. It's not like we're going at this separately. You've got me and I've got you!"

Mei sniffled, eyes watering again. "Ushio-chan..."

"We're a team! That means we back each other up!" Ushio grinned, before her green eyes sparkled mischievously. "Besides, you think I'm gonna let you take all the credit~?"

Mei's eyes watered even more, though she puffed her cheeks out indignantly. "...i-it'd be you that'd take all the credit!" she accused - to which Ushio only ruffled her hair, making Mei blink again. "Ushio-chan...?"

"See, you're already cheering up!" Ushio laughed.

A knock at the door cut off Mei's response. The auburn haired girl cleared her throat and rubbed her eyes, hoping she looked presentable -

"Ushio?" the person at the front door said, voice slightly muffled due to the door being shut. Mei's eyes widened in recognition - it was Kaiyou, Ushio's twin sister. "Mom and Dad say it's time to come home."

"One second!" Ushio called back, before looking back at Mei and lowering her voice. "Will you be okay?" she asked, placing a gentle hand on Mei's shoulder again. "I can stay longer if you need me to."

Mei hesitated. It would be nice, yes - but she knew she couldn't simply rely on Ushio's kindness. She was the leader! (At least that was what Usami mentioned once.) That meant she had to learn to be brave and take care of things on her own. Face her fears and all that. Mei's gaze flicked downward once more - before she forced a smile to her face, politely shaking her head. "Thanks but no thanks, Ushio-chan." she said.

Ushio eyed her suspiciously - before finally sighing. "Okay, if you say so. But call me if you need to talk, all right?"

Mei nodded. "I will, I will." she then moved to open the door, greeting Kaiyou with a smile. "Hello, Kai-chan!"

Kaiyou may have been Ushio's identical twin, but she lacked Ushio's fanned out hair - and the prominent ahoge that Ushio sported as well - her hairstyle instead being neatly combed black hair that framed her face and reached her shoulders. Kaiyou eyed Mei carefully for a moment, before offering a slight nod of greeting. "Do Pretty Cure meetings usually take this long?"

"Aha, no, not r - " Mei answered, then stopped, gray eyes widening. " - h-how'd you know about - ?!"

Ushio laughed nervously, whereas Kaiyou sighed. "We don't keep secrets." they both said at once.

But Ushio shifted slightly to get Mei's attention, mouthing out: _Usually._

Mei bit back a sigh of relief. Usami's story would have to stay a secret, at least for now. Realizing that Kaiyou was waiting, Mei quickly blushed. "A-ah! Let me get some of those snacks boxed so you can take them home, Ushio-chan!" she worked quickly, boxing some of what was left in a plastic container from the kitchen. Soon enough, she was done and the two girls were off. "See you soon, Ushio-chan, Kai-chan!"

"Take care!" both twins said. Ushio laughed at the fact they'd echoed again, whereas Kaiyou merely sighed once more.

Mei waved in parting, smiling brightly as they left - but the second they were out of her sight, the girl's shoulders slumped, smile immediately vanishing. She quietly closed the door, picked up the sleeping Usami, and shuffled to her room. Placing Usami on her dresser where he always was, Mei cleared a spot on the floor, sat down and hugged her knees to her chest -

- and let all her doubts and fears completely consume her.

* * *

Rasalhague sighed in relief. Soon after Cebalrai had been defeated by the two Pretty Cure, Ophiuchus had suddenly spiked a fever and wouldn't stop shuddering in pain. The three members of the Serpens had stopped their star duties to care for the girl around the clock, and given the bags under Rasalhague's eyes, it wasn't hard to see who had spent the most time caring for the ill Ophiuchus.

"Is she finally well?" came Cebalrai's voice as she walked into the tower.

He offered a weak nod of relief. "The fever broke and she's finally able to sleep peacefully." It had been torture to watch Ophiuchus in so much pain. He reached out to gently place a hand on her forehead, expression becoming something softer. "I'm glad though. I was starting to get worried."

The two kept a watchful eye on Ophiuchus for a few moments, before Cebalrai broke the silence. "Lady Ophiuchus mentioned Omega again."

Rasalhague's eyes hardened and he nodded stiffly. "I know."

Cebalrai didn't respond for a moment, only stepping forward. "Rasalhague." she stated, blank gaze flicking toward him. "I believe I should take the next watch. You need your rest - "

Rasalhague smiled.

" - as you will need to be well-rested to fight the Pretty Cure."

The smile faded. She was right, of course, and a glance over at Ophiuchus only convinced him of this even more. "Right, right. It's my turn after all, isn't it?" he smiled a smile he didn't feel, turning on his heel to leave. "And we have some lost time to make up for." he spoke more to himself as he walked out of the tower, his trench coat billowing behind him. He strode out into the ruins with a purpose, finally finding it in a large piece of a mirror. He tapped it lightly. "Show me the place the Pretty Cure live in."

The mirror warped and turned dark, before it changed. It no longer showed a reflection, instead showing the various streets of Lucente Bay. As the mirror explored, Rasalhague tapped the mirror again. The image halted, revealing a flyer. Rasalhague read it carefully - and then smiled.

"Ah. That'll do nicely."

* * *

**ED:** "Twinkle Twinkle" - Yui Horie

* * *

**ON THE NEXT EPISODE:**

Mei: Eeee, it's time for the town festival! There's gonna be stalls and yukata and we all go to the observatory at the end!  
Usami: Mei-chan, Mei-chan, can I dress up too?  
Mei: Well, I dunno if there's yukata for bears...  
Ushio: Bah! He'll be fine, you worry too much!  
Mei: Mmm, true. Hey, isn't that - ?  
Usami: Uwah! He's attacking the observatory!  
Mei: WHAT?! Why I oughta - !  
Usami: ...! That's...!  
Ushio: Looks like Mei's all fired up! Next time on Starshine! Pretty ✰ Cure:**Attack at the observatory! Aries's burning rage.** Don't forget to make a wish next time too!

* * *

**And now, an author's note:** I want to thank _everyone_ who has read and reviewed Starshine so far! In truth, this is a project I began writing_ last_ year - I got as far as episode 4 before life happened and I was unable to update for a year. But I love this cast and I love the fact that these reviews have been so positive - you guys are the reason I've started writing again. Thank you very much!

From here on out, everything is new content! I hope you guys will stick around for the ride. :)


	5. Observatory Panic

"Okay, you can open your eyes now, papa!"

Tetsuya Hidama had to bite back a laugh at how enthusiastic Mei sounded, though as the web-camera came into view, he could understand why. His three children were dressed in rather lovely yukatas, no doubt modeling them before the town festival started up. Mei's he noticed first - wine-red and white with a design of purple roses and dark pink leaves, with the obi around Mei's waist being a pale pink in color - and he smiled before focusing on Kouta's - a dark green, almost black yukata with a faint pinstriped pattern and a golden dragon design that wrapped all the way around the garment, giving the illusion of a rising dragon - and moved onto Miyo's - a cute bright red yukata with a cherry blossom design. He sighed in content at seeing his children, applauding them. "You all look lovely."

Mei preened in delight as she stared at the computer screen, the pigtailed girl grinning from ear to ear. "You really think so, papa?" she asked, biting back a squeal of delight at his chuckle and nod. Kouta looked rather pleased with the assessment he looked cool, but Miyo looked a bit sad.

"I still wish you could be here..." the small girl said with a frown.

Tetsuya smiled sadly, the video chat program on the computer screen barely doing justice to the sadness he felt at Miyo's words. "I wish I could be there too." he admitted. "But I'll make it up to you!" he promised. "We'll all have a family outing when I get back home, all right?"

Miyo only looked down, whereas Kouta looked to be biting back a remark. Mei loved her father to death, but it'd be another few months before he could hold up his promise, and though video-chats were fine and dandy, they wouldn't replace a meeting in person. Still, Mei felt the need to rally the troops. "Sounds like a plan, papa!" she said with a grin and a thumbs up, injecting as much cheer into her voice as she could. "I can't wait!"

Tetsuya smiled gratefully. "Same here, Mei. All of you, I hope you have fun during the festival. Will your mother be going?" he regretted the question a second later, seeing the looks that came over each of their faces. "...I'm sure you'll still have fun! The news said there was going to be a meteor shower on that night, after all..." Tetsuya paused to check the time, before offering them an apologetic smile again. "Ah, sorry, I think I'll need to cut this a little short. I need to go in early tomorrow..."

Even Mei couldn't stop the disappointment from coming to her face, though she quickly stamped it down. "Okay papa, talk to you later!" she said, forcing even more cheer into her voice. Even though she didn't really feel it, it still did its work - Kouta and Miyo seemed to cheer up too. The three bid their father off with the best smiles they could - smiles which dropped the second the video chat had ended. "I'm going to change," Kouta grumbled in that tone Mei only knew as _leave me the hell alone._

Miyo sniffled, prompting Mei to pat her head. "Mama tries, but sometimes I think _you're_ our real family, neenee."

Mei shook her head. "Don't say that!" _Even if it can be true..._

* * *

**OP:** "Purikyua ✰ Wish!" - StarSHINE

**EPISODE 5** - "Attack at the observatory! Aries's burning rage"

* * *

As it turned out, Etoile Academy took its attacks very seriously. The door to the roof had been closed off, whereas the entrances and exits were now staffed with guards. Said guards identified everyone before letting them in or out - it made lunch a hassle, to say the least of it. Mei and Ushio found themselves in the courtyard, both girls rather disappointed at having given up their roof spot, but managed to track down a lone table in an undisturbed corner near one of the flower gardens. The fact that it had been piled with gardening supplies had warded potential table stealers from it - though the second Mei headed towards it, Chie Tachibana peeked out.

"Ah, good! I was worried someone else would be bothered by that. Kimura-san, I think y - ?" Chie paused, seeing Ushio there as well. "...ah."

Arata poked his head out. "Oh good, she's - " And he too saw Ushio, face falling. He bit back a few choice words, before moving toward the table. "Room for another?" he asked as he plopped himself down, not even bothering to wait for an answer. "Chie's here too." he said, jerking a thumb in Chie's direction.

Ushio shrugged, not caring either way. Mei smiled in greeting toward the two. "I guess I don't mind. What brings you here anyways, Chie-san, Arata-kun?"

Chie abruptly blushed, whereas Arata bit back a grumble and glanced off to the side, cheeks faintly turning pink. "Chie was helping me with something. Didn't turn out as planned though." he answered, vaguely annoyed. "You two?"

"We had t'find a new spot." Ushio answered with a pout, before glancing over in Mei's direction. "Also Mei wanted to tell me something that happened last night. Mei?"

It was Mei's turn to blush. "You guys don't mind, do you?" she asked, biting back a sigh of relief when Chie and Arata assured they didn't. Uncertainly, Mei told the trio what had happened when she'd had the video chat with her father, as well as how disappointed her siblings had been afterward.

At the end of her story, Arata had to sigh. "So they got upset your dad can't make it and your mom's working. It's not like that's anything new." he pointed out, prompting Mei to look a little hurt. "What? It's true." Beside him, Chie flinched, silently trying to warn Arata that this probably wasn't the path he should be taking. Arata hadn't noticed.

Ushio frowned before stretching her legs, jabbing a chopstick in Arata's direction. "There's a thing called _tact_, yanno."

Arata shrugged. "Tact, schmact. Mei's been on parental duty as long as I've known her." Chie flinched even more.

Mei shook her head. "It's not that I mind it or anything, but - it just upsets me seeing _them_ upset."

"Ha!" Arata laughed, whereas Chie seemed to be resisting the urge to facepalm. "Spoken like a true mom. Careful Mei, you'll turn into an old crone before you know it~"

"T-that - !" Mei stammered, both hurt and angry. Chie cleared her throat, cutting Mei off.

"I think what Kimura-san means, Hidama-san, is that you seem to worry more about your siblings than yourself sometimes." the girl lied through her teeth, giving Arata a look through the corner of her eye and making the boy shift slightly in guilt, before offering Mei a friendly smile. "It's nice of you to do that - and very responsible, I'm sure your parents appreciate it - but you should have time to be a normal girl too, you know? You can't fret over them so much that you forget about yourself in the process."

Mei folded her arms across her chest, expression doubtful. "Somehow I don't think that's what Arata-kun meant." she said, puffing her cheeks out. Arata jumped when she side-eyed him, proving her suspicions correct. "But," Mei continued, glancing over at Chie, "I think you have a point though, Chie-san! I guess I kinda do forget to be a normal teenager sometimes..." she laughed. "Speaking of the festival though, are you guys going?"

Ushio grinned. "You know I am! I'm dragging Kai too~"

Chie chuckled. "Our teahouse will have a stall there, but my parents already told me I'm not allowed to help." Given the way Chie's shoulders sagged in relief, she definitely appreciated it. Glancing over at Arata, the girl blinked, seeming to recall something. "Ah, Hoshizora-san?" she prompted, gaze flicking toward Ushio. "Don't you have a club meeting today?"

Ushio paused mid-swallow, eyes widening as she struggled to finish eating and nod viciously at the same time. Once she could breathe, she hurriedly grabbed her things. "Damnit damnit damnit, you're right! Agghhhh, Momoe's gonna KILL me - !" she raced off with a cry of "If I don't see you after school, I'll see you at the festival...!" before disappearing around the corner and into the crowd.

Arata shook his head. "She's _got_ to learn to manage her time better."

Mei laughed. "Maybe just a little..."

Chie nodded in agreement, blinking as she recalled something else. "Ah, that's right! I need to take these things back to the gardening shed." she moved to silence Mei before the girl could even offer her help, "I'm stronger than I look, don't worry!" But Chie turned toward Arata, offering him a wink. _Good luck!_ she mouthed before taking off, leaving Mei and Arata alone.

After an uncomfortable silence, a red-faced Arata summoned all his courage. "L-listen, Mei, about the festival - "

"Ah! It's Mabataki-san!" Mei gasped, cutting him off as she noticed the petite green-haired girl wandering aimlessly, untouched bento still in hand. "She must be looking for a new place to eat too..." she theorized, before waving frantically to get Sumire's attention. "Mabataki-saaannn~!" she hollered, oblivious to Arata's look of utter heartbreak. "You can come sit with us, Mabataki-saaannn!"

Sumire stared back in bewilderment - but then offered a small nod, uncertainly shuffling toward the pair. "...h-hello, Hidama-s-san, Kimura-s-san..." she stammered as she bowed in greeting and took a seat. "T-thank you for the invitation..."

Mei grinned. "No problem! Hey, the festival's tonight, you know, you should come!" she encouraged. Sumire always looked so lonely - maybe she could help the girl get friends. "It'll be super fun!"

Sumire glanced down at the floor, biting her lip. "I-I guess..."

As Mei continued to encourage Sumire to come out of her shell, Arata bit back the urge to sigh. Damn it all, he should have just left a letter in Mei's locker instead of trying to enlist Chie's help...

* * *

Rasalhague found himself wondering how he'd gotten into this mess.

Cebalrai and Marfik had encouraged him to try a different tactic, insisting that he blend into their surroundings and strike when the Pretty Cure least expected it. But how did you blend into a festival? You dressed up, that much he'd managed to gather from research, but in what? Everything seemed to point toward a strange, robe-like outfit, but that seemed more than a little constricting. He wandered Lucente Bay in hopes of finding someone to give him advice - and then someone latched onto his arm with a cry of "Oh, you're the PERFECT model!"

Rasalhague blinked. The someone was a willowy girl with blue hair curled into ringlets and she was dressed in a dark, frilled outfit that reminded the young man of intricate doll clothes. The woman's petticoats rustled with her every move and she stared adoringly up at Rasalhague with her uncovered eye, the other eye covered by a rose shaped eyepatch. Rasalhague shifted in slight discomfort. "Excuse me...?"

"Come on, come on, we haven't got a moment to spare!"

Half an hour later, Rasalhague found himself dressed in some strange ensemble. The shop owner kept crowing about it being "visual kei" or whatever that meant, but all the white-haired man knew was that his clothes looked _absurd_. His top consisted of nothing but a short, skintight, sleeveless black cloth that had obviously been cut or something, considering the fact it bore his midriff for all to see. Black and green slightly looser pants had been forced on him, mostly detatched but hooked together by something Rasalhague could only think of as garter belts. A long strip of cloth connected from his ankles to his wrists - something the owner called "bondage pants", which just seemed obscene - and somehow he was now wearing a spiked collar as well. He coughed as he reached for the strange eyepatch the owner had insisted on throwing on him, giving the woman a pleading look. "I'm afraid I'm not really interested in..." the man paused, searching for the right word, "..._this_," he stressed, gesturing to the whole outfit, "but I'm looking for..." A sigh. It was either this fashion disaster or the robe things. "...a yukata."

The woman looked heartbroken, making Rasalhague immediately feel guilty. "Can I at least take pictures? I'd hate to let a model like you go to waste..."

Though he wasn't quite sure he felt comfortable, Rasalhague nodded anyways. "Sure."

An hour and much incessant squeeing later, Rasalhague was finally free of the woman's clutches. Her name, as it turned out, was Kirika, and apparently she had just opened up some "alternative fashion" store. Rasalhague couldn't help feeling even guiltier as Kirika explained she hadn't had any luck with customers - though what could he do about it? He had a mission already...

...and yet he found himself agreeing to come back and model clothes for her again anyways. Maybe that was what he needed - a deep undercover mission? Or...or something. With a sigh, Rasalhague stepped out onto the streets again, blinking as he realized the sun had set and evening was approaching, considering the reds and purples of the sky. That...that town festival was starting soon, wasn't it? The young man picked up the pace, following the yukata-dressed crowd. The streets had emptied as Lucente Bay natives and tourists alike shuffled to the park at the base of the observatory hill, chatting happily as they walked. Yukata-clad and normally dressed people mixed into the crowd, making Rasalhague feel a little relieved - at least he wouldn't stand out too much. As he stepped into the park, however, he couldn't stop the gasp escaping from his lips. While the stalls themselves were nothing special, there was something about seeing so many people earnestly enjoying themselves that warmed his heart and brought a smile to his face. There were stalls for food and fortunes, games and purchases, vendors of every shape and size. He watched a small family walk past him, the family's daughter chattering happily with her mother and father, a brilliant smile on her face.

_I wonder if Ophiu would like something like this._

The thought almost made him chastise himself. He couldn't be thinking about get-togethers and the like, he had much more important things to do! Still...

"Ah! It's you!"

Rasalhague turned, greeted with the sight of a girl in a wine red yukata. He blinked once, able to place her voice, but... "...Miss Hidama, right...?" he asked, sighing in relief as the girl nodded. "Your hair threw me off." he added with a laugh, motioning to the half-ponytail that Mei's hair was in. After a slight pause, he spoke again. "I'm glad you're doing better." It wasn't _quite_ true, but that was the sort of thing you said, right?

Mei nodded fiercely. "U-um! I - I wanted to thank you!"

The man tilted his head. "For?"

"F-for helping me out that day!"

Hm. So that Pisces girl hadn't told her about what had happened with he and Marfik. Rasalhague glanced around, trying to spot the bear that had been with Pisces, to no avail. Were Pisces and that bear watching them anyways?

"You listened to all my f-fears and stuff and I-I didn't even catch your name!"

That stopped Rasalhague's thoughts in their tracks. "I'm R - " he began, then paused. He doubted a name like "Rasalhague" would fly over well. " - Rei." And as soon as he spoke his fake name, Rasalhague had to blink a little, startled - the girl was bowing low to him, as if he was royalty. The young man scratched his cheek, not comfortable with this, and let out a nervous laugh. "Please, you don't have to..."

Mei twiddled her thumbs, cheeks pink as she rose from her bow. "U-um, Rei-san! P-Please let me repay you for your kindness!"

Rasalhauge stared. He desperately wanted to confess it hadn't been kindness, merely convenience and that had he been able to, he would have left her for dead - but instead, the brown-skinned young man cleared his throat and surprised himself: "That's fine by me, Miss Hidama."

* * *

Sumire Mabataki was starting to think this had been a terrible idea. Not because of the festival - no, she loved things like this! But there were just so many _people._ The petite girl felt out of place with all the townfolk milling about - and, admittedly, she was a little envious too. There were so many people here with their families - it made Sumire wonder when the last time she'd spent time with her own parents had been. Gaze rooted downward, Sumire tugged a little at her yukata sleeves - her own yukata being yellow in color, with wings and feathers as decoration - and tried her best to brave the crowd, shuffling over to a stall selling tea. She briefly recognized Chie and Arata and the girl took a deep breath, ready to tentatively greet them and -

"I can't BELIEVE this!"

- she promptly fell over, only caught by a swift Chie. "T-thank you..." Sumire mumbled, too surprised to properly be curious.

Chie gave Sumire a tiny smile. "No problem, Mabataki-san." she responded, before turning to give Arata a dirty look. "Apologize!"

"N-no, it's okay..." Sumire assured, weakly waving her arms about in dismissal. While Arata mumbled to himself, Sumire took the time to take in her surroundings. It seemed she'd ended up at the Tachibana Teahouse stall - that was Chie's family business, wasn't it? - but that didn't explain Arata's outburst. The green-haired girl looked around some more -

- ah, it was Mei!

With...with another boy? He definitely didn't look like someone who went to Etoile. But with the way Mei seemed to be leading this other white-haired boy around - and factoring in Arata's reaction -

"Were you planning to go on a date with Hidama-san...?" Sumire asked quietly.

Arata whirled on her, making Sumire shrink back. "And it would have worked if you hadn't interrupted!"

I-interrupted? Sumire didn't know what he was talking about. The girl stared up at Arata, hurt by his remark, and tried to think back. Mei had invited her to the festival, but before that -

- before that, Mei had called her over and Arata had been there and...

"I-I'm sorry." Sumire said, more as a reflex than anything else. Inwardly, her mind was still racing. How could it have been her fault? She couldn't have known! All she'd done was come to sit with them - if she was interrupting something, he could have easily told her to go away! She wanted to tell Arata this, but the words wouldn't come. It only served to frustrate her and she could feel her eyes beginning to well with tears.

Chie glared, before elbowing Arata hard. "Don't pin it on Mabataki-san! You don't even know if Hidama-san would have said yes, right?"

Arata quickly blushed and looked down, muttering incoherently.

"Then it's no one's fault but yours!" Chie said, glaring, before she looked back at Sumire, offering the smaller girl a pleasant smile. "Just ignore him. Oh, are you with anyone else tonight?"

Sumire, still not quite sure how to process this whole situation, only shook her head meekly.

"Then you and I should look around together!"

Sumire paused for a few long moments. It - it would be less crowded if she left with Chie, right? And maybe Arata wouldn't keep glaring at her too? Sumire shuffled in place, fumbling with the sleeves of her yukata before nodding timidly. When Chie didn't respond, Sumire took a shaky breath. "O-okay, Tachibana-san..."

Chie's smile widened as she took Sumire's hands in her own. "Great! C'mon, there's a taiyaki stand I want to try out~"

And when the two girls leave, Arata finds himself standing there, debating going after them. Damn, he hadn't even told Sumire he was sorry for yelling at her too. The boy frowned, taking a step forward - before he found himself looking away, back toward where Mei was with that strange white haired guy. Arata's frown only deepened - and he went to follow them, leaving Chie and Sumire to their own devices.

* * *

_[eyecatch 1 - A close up of Cure Aries, flames dynamically surrounding her. Eyes narrowed in determination, she looks as if she's going to attack an enemy and she sends off a volley of flames - only for the scene to pan out and reveal Usami and Cure Pisces at campfire, and that Aries is simply building the fire up. Pisces and Usami hold skewers with marshmallows on them and roast them over the fire, while Aries grins and makes herself a s'more, winking playfully at the viewer. The Starshine logo appears in the corner.]_

_[eyecatch 2 - A close up of Cure Pisces, water trails surrounding her. She winks and then spins, sending the water flying out in a fierce attack - and the scene pans out to reveal that she's working as a fountain to a chute-like waterslide (which has a sieve and a bucket at the bottom to catch the water and excess noodles.) Sending water down the chute with one hand and holding a bowl of somen noodles with the other, she adds the noodles to the chute, watching them slide down. Aries and Usami pluck the sliding somen noodles with chopsticks before dipping them in tsuyu sauce. The three of them laugh. The Starshine logo appears in the corner.]_

* * *

Not too far from a taiyaki booth, Ushio found herself standing in line with Miyo and Kouta. For the most part, she didn't mind - Mei always had her hands full, it would be nice to give her best friend a break for once - but if there was one thing Ushio didn't quite know how to handle, it was kids. She and Kai were the only two daughters of the Hoshizora family, being twins and all, but it did mean they'd grown up together and...

...well, dealing with little kids was a whole different experience for her. At the very least, they were well-behaved, which made standing in line fairly painless, but as the trio got closer to the cashier...

"Ushio-nee~! We should get mitarashi dango!"

"No way, Miyo! I want yakitori!"

"Dango's BETTERER!"

"Nuh UH, yakitori is better!"

Ushio flinched as the two began to squabble, sorely wishing her sister was around for a few minutes. Kaiyou had the student council to deal with, off running a booth to raise some last minute money for the yearly sealife show. Ushio had been in charge of that too, being the person in charge of the Marine Life club and all, but...well, she'd never been good with selling things. Heck, she was barely able to keep any allowance she'd get! Kai and her parents often grumbled about how irresponsible she was with money, but Ushio couldn't help it! There was just so much tasty food to buy and there were books and videogames she wanted and...

"Yakitori!"

"Dango!"

"Yakitori!"

"DANGO!"

Okay, her patience was starting to wear thin. Expression one of disapproval, the black haired girl wedged herself between the two siblings. "You're not getting EITHER!" she said - and too sharply, it seemed, as Miyo started to tear up and Kouta scowled at her. Ushio froze, inwardly panicking as Miyo began to sniffle. Several other people in line turned to glare at her, making Ushio just want to melt into the floor. The girl swallowed briefly. "H-hey, I didn't mean it - "

"USHIO-NEE IS A MEANIE!" came Miyo's angry sob, just before she turned and fled, Kouta sticking out his tongue out at Ushio before he ran after his little sister. Ushio stood there as several people whispered and scowled at her, mind racing, her desire to melt into nothingness becoming more and more apparent...

"Wait!" Oh man oh man, if Miyo and Kouta vanished, Mei would totally throttle her...

In the time it took Ushio to push off her back foot to sprint after them, two things happened:

The first was that someone let out a gasp of awe. "A shooting star!" they said, causing many of the festival goers to look up. Sure enough, a star streaked across the sky, eliciting more gasps of awe. Even Miyo and Kouta stopped running, the two children pointing upward as another shooting star streaked on by.

The second thing was that the observatory began to pulse with a dark energy. It was only Ushio who noticed this, as she felt a strange chill down her back, hairs on her neck standing on end. She gasped once, recognizing this feeling from when Cebalrai had attacked the school - and then the observatory pulsed again and several beams of energy shot out toward the festival. One was aimed for Miyo and Kouta...

_"LOOK OUT!"_

She acted unthinkingly, sprinting toward the two children and tackling them to the ground, the beam shooting overhead. As the three laid on the ground, dazed, it was then that the screams started - a chorus of terrified people screaming and others trying to bargain for their lives. It was Ushio who rose first, trembling with the effort to get back up, and her eyes widened when she saw the unconscious mass around her. But more importantly...

Stars.

Floating everywhere.

Stars that had been stolen from the crowd around her...

There was a shriek from nearby, forcing Ushio to wake Miyo and Kouta up - oh thank goodness, she _had_ gotten there in time - and as she helped the two children to their feet, she took their hands. "Let's stay together, okay?" she whispered, squeezing both their hands for support. The two children looked upon the unconscious mass in a daze and Miyo whimpered, evidently on the verge of tears - but they nodded. Together, the three followed the sound of the shriek, only to find a terrified Sumire shaking an unconscious Chie's body.

"T-Tachibana-san, _Tachibana-san!_"

But it was no use. Like the others, Chie's star had been stolen, explaining her gray pallor and her near lifelessness. Sumire sobbed as she tried to wake her new friend, only stopping when Ushio placed a gentle hand on the smaller girl's shoulder. "Just breathe, all right?" she coached the green haired girl, giving her a small smile. "It's going to be all right."

"B-but she's not moving!" Sumire protested.

"Just relax." Ushio replied patiently, then paused, listening for the signs of a Trou Noir. When she heard nothing, her shoulders sagged in relief and she turned to look at Miyo and Kouta. "I need you to stay here with Mabataki, okay?" she instructed. "It's safer here."

"But what are you going to do, Hoshizora-san?!" Sumire found herself asking. She didn't like the way the other girl was speaking, like she was going to go do something crazy...

"I'm gonna keep you guys safe." Ushio winked, then paused. "And I need to find Mei. I want to make sure she's safe too."

"But - !" came the chorus of Miyo, Kouta, and Sumire, only for Ushio to shake her head, effectively silencing them.

"No buts. Just trust me, all right?" Ushio smiled at the trio, then turned on her heel to race toward the observatory. Once she was out of sight, she fiddled with her collar, pulling her necklace off to reveal her Star Capsule. She pressed a kiss to the golden star and -

_"Pretty Cure! Wish Upon A Star!"_

* * *

Mei had repaid him with a tour around the festival, spending the better part of half an hour talking all about the various stalls and the people that ran them. Living on a small island like Lucente Bay meant that she'd grown up knowing almost everyone around her. "Rei's" commentary had been kind and polite, but she couldn't help worrying that she was boring him somehow, or being too overbearing. She'd fretted so much she didn't even notice Arata tailing them - it was probably a good thing, considering how embarrassing it would be if she started yelling at him like she usually did!

When they'd arrived at the observatory, Mei smiled and gestured to the building with a flourish. "And this is the Lucente Bay lighthouse and observatory! Since we're not part of the mainland, it makes stargazing a lot easier at night, since the sky's super clear and stuff. And since everything has to be shipped in, the lighthouse is here to guide the way!" she grinned - but then it faded and she scratched her cheek, blushing a little. "A-although in retrospect, that's really obvious..."

"Rei" chuckled, attempting to stifle his laughter by politely covering his mouth. When Mei looked at him curiously, he waved it off. "Please don't worry, Miss Hidama! I think you're a very good tour guide. I had a lot of fun with you tonight!" he smiled at her, prompting the younger girl to flush a bright red. But he only continued to smile. "You're very honest and friendly! It's such a change of pace from what I normally deal with."

Mei was sure her face was practically glowing. "M-maybe we could m-meet up again sometime!"

At that, his smile faded and he averted his gaze, pausing for several long moments. "Since you were honest with me, Miss Hidama, I think it's only fair I be honest with you as well." A pause. "My name is Rasalhague. My friend Marfik attacked you recently."

Mei froze. Just the name was enough to send chills down her spine. She stared at Rei - no, no his name was _Rasalhague_ - with wide eyes, heartbeat thudding in her ears.

"My friends and I make up the Serpens. A girl named Ophiuchus leads us."

Ophiuchus. The same person who had killed Ursa and all of the other Pretty Cure. He worked for HER?

"And we need everyone's Inner Stars."

Rasalhague finished his confession with a sad, pained smile, just as his outfit switched over to what he normally wore in the Void. With that same sad smile, he pulsed with a dark energy that shot out toward the festival and the air quickly filled with screaming - just before it filled with glowing stars, all floating toward Rasalhague and the strange jar of darkness he'd suddenly created.

"I'm sorry I have to do this to you, Miss Hidama - "

Why was he apologizing?

...come to think of it, hadn't Marfik apologized as well to her?

" - but I'll need your star as well."

A tendril of dark energy shot at Mei - and all she could do was stand frozen in fear. It was going to happen again. She was going to die this time, there would be no Rasalhague to save her or listen to all her fears about dying...

"NO!"

...and all Mei could do was watch as Arata came out of nowhere, taking the blow for her. His lifeless body slumped to the ground as the tendril of energy ripped out his star again. She didn't even have the energy to cry this time - her whole mind felt like it was in a haze. There was just too much to take in at once. Rasalhague was a bad guy. Rasalhague had attacked a bunch of people just now. Rasalhauge was willing to kill her. Rasalhague had hurt Arata. Rasalhague had probably hurt her friends, hurt her family. Her hands twitched as she regained some semblance of control, gaze still rooted downwards, toward Arata's fallen form. "I don't - " she whispered, voice trembling. _"I don't understand!"_ And with that she looked up, gaze tearful and hurt. Rasalhague only looked away again, gaze flicking toward the ground.

"I'm sorry, Miss Hidama. I took advantage of your kindness."

Tears streaming down her cheeks, Mei reached for her necklace, fingers shaking as she undid the clasp, barely able to press a kiss against the silver star. _"Pretty Cure!"_ she began, _"Wish Upon A Star!"_ A burst of red light enveloped her, leaving Cure Aries standing when it faded. _"...the fire star with the determination of a ram, Cure Aries..."_ Her heart should have been in it, but it wasn't. This person - he - he was her friend too, right?

But he had hurt so many people, he had willingly taken advantage of her good nature...

He had to admit, he was surprised she too was a Pretty Cure. And he couldn't help feeling guilty, given how she held herself now, looking at him like he'd completely shattered everything she knew about him. He took a shaky breath, meeting her gaze with a pained smile. "I really don't want to fight you."

"I..."

"I really don't!" he continued, for reasons he didn't quite understand. Why was he explaining himself to her? She'd never understand anyways. "I just want to bring these stars back to Ophiu - "

"You - you can't!" came Aries's sudden protest. If he left, all these people would die and - and that couldn't happen! She couldn't allow that!

"I _have_ to!" Rasalhague shot back. It was true, it was the only way to help Ophiuchus now...

No.

No matter what his reasons were, no matter what his intentions were - Aries knew she couldn't allow it. Her hands balled into shaking fists and her star shaped brooch began to shine. _"Then I won't let you!"_ she declared, a burst of red light erupting from her brooch into her palm. When it faded, she too held a sword. A curved blade of silver - a scimitar, to be precise - with a red colored grip and a cross-guard that mimicked ram horns. The pommel was shaped like a silver star, not unlike her brooch, and it too was engraved with the symbol for Aries. While she normally would have panicked about such a new thing - why was it here, where had it come from?! - all she did was lunge at Rasalhague, not knowing what else she COULD do.

"I don't want to fight you!" he tried to protest once more, fending her off with a blade of dark energy. When she swung at him again he fended her off once more, lunged - and cut deep into her side. Her pained cry was enough to make him nearly drop his own sword - and when her Cure outfit began to stain with blood, he had to swallow another apology.

Aries stumbled backward, eyes wide as her hands flew to her side, the girl desperately trying to stem the blood. "You..." she whispered, uncertain how to explain it. They were in a fight, of course she was going to get hurt! But she'd never expected to bleed and somehow that just hammered the intensity and seriousness of it all into her head all the more. Rasalhague was willing to seriously injure her...

It was then that Pisces arrived. The cry of pain had spurned her to run faster - and as she took in the scene, there was only one thing she noticed - the fact her best friend was wounded. Her shocked look slowly became one of intense anger - and with a hysterical cry of "GET AWAY FROM HER!", Pisces launched herself at Rasalhague, deftly avoiding his sword swing to fiercely kick him in the chest, sending him flying into a nearby tree.

Rasalhague grimaced, coughing weakly as he slumped to the ground. "I-I really don't want to fight you..."

Pisces snarled, ready to go on the offensive again - when Aries weakly seized her friend's shoulder and shook her head. Pisces relaxed - but only slightly, glaring fiercely at the white haired young man. "Then why are you stealing everyone's stars?"

"I have to, okay?!" he shouted, desperation creeping into his voice. "It's the only way we can help Ophiu!"

"You mean the nutter that murdered the last Pretty Cure?" Pisces laughed. "All the reason to stop you, it'd be better if she died - "

It happened in an instant. Rasalhague got to his feet, lunged at Pisces, and slapped her. The blue cure's eyes widened in surprise - before she growled and punched him in the stomach, shoving him to the ground. Before she could advance on him, Aries intervened again, putting herself between both of them. "Stop, okay?! This isn't going to fix anything!"

"I'd feel better, though." Pisces grumbled.

"We've reached an impasse, I-I think." Rasalhague laughed weakly as he sat up, unsure what to think of Aries continuing to stick up for him. "Please, I won't even summon a monster - I don't even like the blasted things. I just need - "

Pisces was ready to give this guy a piece of her mind - but Aries beat her to the punch. "ENOUGH!" the red cure shouted, finally looking angry. "You're like a broken record! _Listen, I don't care what your excuse is, it's not worth murdering a bunch of people over!_"

Silence followed her words. Finally: "Then we're never going to be able to see eye to eye, Miss Hidama." She barely had time to comprehend what he'd said before dark energy erupted from his form, knocking she and Pisces away effortlessly. As the two cures struggled to sit up, Rasalhague conjured the Darkness Jar, expression saying it all: he was planning on escaping...

...and something in Aries just _snapped._

The air around her began to fluctuate again as she trembled, forcing herself to her feet. It was just like the last time she fought - but this time she could control it, had words to put behind it. Before Rasalhague could speak any words of departure, Aries spoke, her sword disappearing from her hands. "Pretty Cure..." she began as flames sparked at her feet, slowly enveloping her. "Flare Blitz!" Fire exploded from her form, a massive fire whip that crashed straight into Rasalhague and the jar he held. The white-haired man was knocked down yet again as the jar was shattered, sending all the stars flying. As the flames faded, Aries fell to her knees, only kept from collapsing by a fast thinking Pisces, who helped her friend back to her feet, the blue cure glaring at Rasalhague the whole while.

Aries was silent for a moment - then held out her hand for Rasalhague to take, earning a look of surprise from both Pisces AND Rasalhague. "I - I don't think you're a bad person, okay?" she said with a small, weak smile. "And I might not be useful at all, b-but - but you and Miss Ophiuchus sound like you're in trouble, so - so please let me help you!"

Rasalhague stared at her hand, expression unreadable. Bangs shadowing his eyes, he reached out - and pushed it away. There was no malice behind it, however - all he did was smile sadly to both girls, just before he vanished.

Pisces had expected it - it had happened before, after all - but Aries just stared ahead, expression one of shock and immense hurt. When Aries's gaze sank downwards and her shoulders trembled, Pisces reached out, clapping a hand to her friend's shoulder. "You really want to help him, don't you?" And when her only response was a sniffle, Pisces gently reached over to give Aries a hug. "Don't worry, Mei. We'll figure something out."

Together, the two detransformed and, when Arata finally woke up again, the trio headed back to the festival to make sure everyone else was all right.

* * *

Ophiuchus stirred when she heard heavy footsteps and a chair scraping against the floor, and she awoke to a badly hurt Rasalhague sitting at a chair beside her bed. The purple haired girl grimaced as she sat up, for once looking actually alarmed. "Rasal!" she gasped, horrified.

"It's all right." came Rasalhague's response, his voice hollow. "This is nothing, really."

"But you're hurt..."

He shook his head. "I couldn't bring back any stars for you, Ophiu."

"That's not important."

It was Cebalrai who said this, surprising both Rasalhague and Ophiuchus. The two turned to see the woman approaching and Marfik tagging along, Cebalrai's gaze as blank and indifferent as ever. And yet - she was definitely concerned, somehow. Wasn't she? Even Marfik looked worried and for once, the two weren't squabbling either.

"Your safety is more important. I believe that is what Lady Ophiuchus is trying to say."

"Yeah! You're just going to worry her, you jerk!"

Rasalhague looked away. They both were right, of course, but he'd _failed._ He hadn't brought back anything, and with Ophiuchus still recovering from her sickness, who knew how much time she had? How much time they all had? It wasn't that big of a deal in retrospect, he supposed, because they all went star hunting and if one of them failed, someone else could pick up the slack - but it hurt. It felt like he'd betrayed Ophiuchus somehow.

As if sensing this, Ophiuchus reached out, putting her tiny hand over his. He jumped in surprise - and was even more surprised when she smiled at him. In 35 years, he'd never actually seen her smile before. "I'm just happy you came back. That goes for all of you, okay?" she looked over at the other two, her gentle smile growing warmer. (Cebalrai quirked an eyebrow, whereas Marfik abruptly started blushing.) "And no more star-hunting tonight, okay? I want all of you to stay with me tonight. The bed's big enough for all of us!"

Rasalhague paused, looked over at the other two. Cebalrai only shrugged, whereas Marfik only blushed harder - and when they met his gaze, they both only nodded. Feeling a bit like his old self, Rasalhague met Ophiuchus's gentle smile with a smile of his own. "All right, all right, just this once..."

The four of them sharing a bed was awkward, but they all managed. It was Marfik who fell asleep first, followed by Cebalrai, then finally Rasalhague. Ophiuchus hummed a little, pleased at being surrounded by what essentially was her family, smiling all the while.

But just before sleep claimed her, there was a faint whisper from the back of her mind:

_No one can save you. And when they die, it'll be __**all your fault.**_

* * *

**ED:** "Twinkle Twinkle" - Yui Horie

* * *

**ON THE NEXT EPISODE:**

Usami: H-hey, I wasn't even in this episode!  
Mei: Eheheh, it's okay Usami, you'll be in the next one! You've got stuff to explain, you know?  
Ushio: Bah, nevermind that! We're going on a field trip next episode! I'm so excited~  
Mei: You're always excited about stuff like this, Ushio-chan...  
Usami: Uwaaaah, this all looks so cool! But I'm getting a bad feeling...  
Mei: O-oh, that's the lady that attacked the school! And she's...!  
Ushio: Raaarrrgghh, I'm SO gonna end her and her stupid smug face!  
Usami: Ushio-chan is scary, just like Mei-chan...  
Mei: H-hey! ...a-anyways, we gotta wrap this up! So! Next time on Starshine! Pretty ✰ Cure: **The aquarium in danger! Pisces's ocean fury.** Don't forget to make a wish next time too!


	6. Aquarium Nightmares

_Ushio had forgotten how much she enjoyed nightly walks, especially lately. With her stressed parents arguing and Kai being absolutely no help in the emotional support department thanks to being too busy, there really wasn't much choice lately. She could call Mei up, or maybe Chie but - there were just some things you learned to take care of yourself._

_The cool night air breezed past the black haired girl as she made her way to the local park. The renovators had long since gone home for the day - there was a beautification project going on, one Chie was involved in - and Ushio made her way over to the old swingset, taking a seat and absently swinging herself back and forth, the only sounds being her quiet breathing and the squeaks of the swing going back and forth for several minutes._

_Crack. Someone had stepped on a twig. Ushio halted her movements, turning in the direction of the noise..._

_"Ushio-chan?"_

_Out of the shadows came Mei, which made Ushio smile. "Hey there." the girl paused, then tilted her head, "What're you doing here, anyways?"_

_Mei laughed weakly, bangs shielding her eyes as she walked closer. "I just needed to be out of the house for a while. You know how it is, eheheh."_

_Ushio nodded, falling silent. With her best friend here, there was so much she could talk about - but nothing really came to mind. Instead, she looked up at the moon and the twinkling stars, enjoying the company of her friend._

_"Hey, Ushio-chan?"_

_"Mmm?"_

_"Remember that last fight we were in?"_

_Ushio began to nod, then paused. That had been the fight against Rasalhague and she had..._

_The image of her blood-soaked best friend flashed into her mind. Aries badly hurt, Aries sobbing in pain -_

_No, no that wasn't right! She had..._

_Mei placed her hand on Ushio's. It was only now that Ushio realized it was stained in blood and badly injured. The black haired girl froze in fear as Mei knelt down to look at her, the girl's dead eyes bloodied. "Why didn't you save me, Ushio-chan?" Mei said with a strange voice, not unlike that of a crushed throat._

_Ushio tried to pull away, but Mei's grip was iron clad. "I - I did! I **know** I did!" she desperately protested._

_Mei only leaned closer, an unhinged smile on her face, laughing quietly. "That's okay, we'll be together soon~" she assured, hands clamping around Ushio's throat -_

- and that was when Ushio woke up with a start, thrashing out of bed and abruptly rolling right off. She hit the floor with a thud, her stomach twisting and turning in revulsion. She wanted to scream - but with the bile rising in her throat, then girl instead pushed herself to her feet, flinging her door open and raced down the hall. She skidded into the bathroom, barely able to open the toilet lid - then she threw up, Mei's quiet, crazed laughter still ringing in her ears.

* * *

**OP:** "Purikyua ✰ Wish!" - StarSHINE  
**EPISODE 6** - "The aquarium in danger! Pisces's ocean fury"

* * *

"You don't look like you slept well."

Kai's comment only made Ushio wince. It was true, she hadn't been able to sleep much after throwing up like she had - every time she closed her eyes, she saw new mental images of Aries badly hurt or dead, and it was only her body's natural need for sleep that she'd even nodded off at all. The fact she'd been roused out of bed was a miracle in and of itself, and she was almost sure she wouldn't have bothered if it wasn't for the fact that today was the field trip to the Lucente Bay aquarium.

"Ushio?"

Ushio winced again, laughed weakly, tried not to think about the burn in the back of her throat. "Had some bad nightmares, that's all." she explained, though she could feel her sister's inquisitive look boring holes into the side of her head. "It was about the festival." she added with a defeated sigh - Kai would never let her hear the end of it if she didn't explain. "I didn't get there in time and Mei - " she shut her eyes tight, shook her head to dispel those mental images.

"I had a nightmare too, strangely enough." Kai said after an appropriate amount of silence, gaze focused straight ahead.

Ushio snorted. "What, about failing a test? Not getting into a good college?"

"No." came her quiet reply. "I watched you and Mei-san try to protect me from a monster." Kai didn't even look at her twin, but Ushio could see the way Kai's shoulders tensed, her jaw tightening for a moment. "You weren't able to."

Ushio found herself staring at the ground, hugging her sides. "...I'm sorry." she finally said, not quite sure what she was apologizing for more - her insensitive way of brushing her sister off, or for probably watching both she and Mei die a horrible death. Out of the corner of her eye, she could see her sister nod once, and the rest of their walk was in an uncomfortable silence. Ushio wanted to say something - anything - to break the tension, but just like in her nightmare, the right words wouldn't come to her.

The twins arrived on campus to find students milling around out in the courtyard, several teachers shouting instructions of what teacher to group up with. The student council was part of its own group, being in charge of planning activities for the student body at large, and Kai moved to group with her fellow council members - when Ushio reached out, seizing her sister's hand and shakily squeezing it.

Kai paused, turned to look at her sister. For a moment, neither of the twins said anything - and then Kai squeezed back, just as clumsily. "My sister will be helping us out today, considering she's the president of the Marine Life club. This trip is practically catered to her, after all." Kai told to the small group with a smile, earning a chorus of agreement and nods.

Ushio laughed nervously, letting go of her sister's hand and rubbing the back of her head. "I - I hope I don't disappoint you guys!" she stammered, returning any greetings given her way, before she turned over to look in the distance, toward the group Mei was in. She could see her pigtailed friend looking just as down in the dumps as she was - and she really wanted to go and talk to her.

But she couldn't even look at Mei in the face right now. Not with her nightmare still lingering around in her head. There was a part of Ushio afraid that she was still IN a nightmare, and that Mei would try to choke the life out of her the second she got close enough. It was a stupid, irrational fear, even stupider given the fact that Mei was her best friend in the whole wide world and would never do anything to hurt her, but...

...maybe it would be okay to be away from her for a while.

Just to clear her head.

* * *

Cars were a rarity in Lucente Bay, and buses were completely unheard of on the small island. Anything you needed was in walking distance - there was only one real city on the island after all - and it was a rather nice day anyways, so what was the harm of a walk? While the sight of so many school children would have baffled any tourist passing by, such a thing was commonplace for the students of Etoile Academy - and really, for the people living in Lucente Bay as is.

Sumire typically kept to herself when the school went on field trips, often tuning out the chatter of her peers and lagging behind the group as a whole, but there was something she noticed today - there _was_ no chatter to tune out. In fact, everyone was just as quiet as she was - and it deeply bothered the green haired girl, a small frown coming to her face. It was eerie, seeing everyone so quiet and kept to theirselves - it was as if there was a funeral she hadn't heard about.

"A-ah. Tachibana-san...?"

And she wasn't alone today either. Ever since the festival, she and Chie had become fast friends, even if Sumire had no way of really understanding just what had _happened_ at the festival. Ushio had gone off to keep everyone safe but she didn't know how that could have happened. Ushio was brave and headstrong, sure, but she was normal too, right?

Though there had been that flash of blue light - and there had been a flicker of something toward the observatory too. Like...fire? Sumire didn't know, and it was hard to piece the details together. It reminded her of the strange dreams people had mentioned after the attack on Etoile, or the rumors of a girl in blue and a girl in red who had fought off something attacking the school.

Faintly, Sumire realized Chie hadn't answered. Timidly, the girl reached out, placed a hand to the taller girl's shoulder. Chie jumped, and Sumire bit back an apology. "Mabataki-san?" Chie asked, confusion clear in her voice and expression.

Sumire gave her friend a weak smile. "Was there something I missed...?" she asked before she could stop herself, gesturing out to her fellow peers in front of her.

Chie shook her head, confusion fading to a troubled expression. "No..." she murmured, distracted, then sighed and ran her fingers through her hair. "I'm sorry, Mabataki-san, I just - I had a really bad nightmare last night and I can't stop thinking about it..."

Now Sumire had to blink. Come to think of it, she'd had a nightmare last night too - but she was used to them by now, to be honest. Curious, she gazed out to the others - and couldn't help noticing everyone had the same kind of troubled expression Chie did. In the time it had taken to look around, Chie had already looked away again, making Sumire bite her lip. As much as Sumire wanted to make things better for her friend, she didn't know _how_ - it made her stomach twist in guilt. Maybe it was just one of those things you left alone? It didn't feel right though, leaving Chie burdened with such thoughts...

Close ahead, Mei and Arata walked together, both as quiet as their fellow classmates - but for different reasons. Just like the others, Mei too had a nightmare - one about her little brother and sister being seriously injured. Ushio had gotten hurt too and then - she had to shut her eyes to keep the rest of the nightmare from playing out, shoulders tensing as she tried to huddle into herself.

Arata watched, quietly summoning his courage, swallowed hard. "Mei...?"

She twitched once, but didn't answer.

Arata took a deep breath, struggled to piece his thoughts together. Mei had been there when he'd woken up from the attack that first time at school - and again, she had been there when she'd been attacked by that mysterious white haired guy. And both of those incidents had been ones where the mysterious red and blue Pretty Cure girls had shown up...

...and now he wasn't sure he trusted himself, but he was almost certain he saw a burst of red light coming from Mei after he saved her...

"Mei." he tried again, injecting more seriousness into his voice. "You weren't hurt during the festival, right...?"

Another twitch. Mei kept her gaze down, struggled to keep her mind off the fact Rasalhague had slashed her side the way he had. It had healed after battle, but - sometimes she thought she still felt the lancing, sharp pain. Quietly, the girl shook her head. "No, I was safe." she peeked up, offering him a warm smile. "I'm glad you're okay too, I was worried about you! A-and you definitely shouldn't have done that, you know!"

"You were just _standing_ there, I had to!" Arata responded automatically, sharper than intended. "You're the kind of girl that has to be protected, I can't leave you alone at all!" he continued, wanting to kick himself all the while - Chie had made him painfully aware of the scathing way he talked, and he hated himself for it now. God, why was he SAYING this? This wasn't what he wanted to tell her at all! He wanted to say he was worried about her and that of course he'd helped her because he cared about her and ugh, what was he even thinking with that other line? He respected and admired her, he always had...

Mei looked hurt, staring at Arata with wide eyes. Head bowing forward, bangs covering her eyes, the girl noddled, sniffling briefly. "I...I-I guess that's true. I can't do much on my own, right?" her voice wavered as she laughed and smiled at him, before she turned to look down at the ground, huddling into herself even more.

God, if there was a competition for completely stupid and terrible things to say, Arata was sure he'd be crowned the champion. He watched as Mei quickened her pace to get ahead of him, took a deep breath to say something -

_i'm sorry i hurt your feelings_  
_i'm sorry i'm so insensitive_  
_i'm sorry it seems like i hate you, that's not true at all_  
_i'm sorry i have too much pride to tell you how i feel_  
_i'm sorry i'm a bad friend_  
_i'm so so sorry_

- but the apology just wouldn't come forth, leaving Arata to stare at her retreating form with nothing but feelings of intense self hatred.

* * *

**_you've been a bad girl_**

Ophiuchus awoke with a start, pushing herself to a sitting position. Her pale hands trembled as she glanced around, uncertain where the voice had come from. It had sounded like someone had harshly whispered in her ear - but the more she looked about, the more she realized she was alone. Swallowing nervously, Ophiuchus looked upward, glancing at all the shining stars that filled her tower - and her gaze focused on several differently colored stars. She remembered those ones - they were the ones she'd stolen from the Pretty Cure.

A searing pain lanced through her head, causing the young girl to grimace and gasp in pain.

**_a bad girl_**  
**_a very bad girl_**  
**_don't you remember what you did_**

Were the stars from the Pretty Cure...talking to her...?

**_everyone dies because of you_**

Sudden, violent images of Rasalhague, Marfik and Cebalrai being murdered flashed before her eyes, earning a pitiful moan from the girl.

**_you'll kill them just like you killed us_**

And then suddenly it wasn't just those Pretty Cure stars, but every single star in the tower whispering to her, telling her she was evil, telling her there would be nothing for her. She was a bad girl, a rotten girl, pure evil - and evil was never forgiven, never given another chance. She willingly let the others murder innocents for her sake, and didn't that make her completely repugnant? Wasn't that completely unforgivable?

The whispers grew louder, forming a haunting chorus that picked away at every single shred of her. The voices were making her remember things too, things she didn't want to recall anymore...

She stumbled out of bed, swaying as she forced herself away from the tower, going as fast as her trembling steps would let her. Her head hurt and she just wanted the voices to _stop_. She - she didn't like this! It was scary, it had never happened before, it...

"I can't BELIEVE you!" came Rasalhague's furious shout as he walked inside, the young man glaring at Cebalrai. "You shouldn't tamper with things like that, it could seriously hurt someone!"

Cebalrai only shook her head. "I only wished to prey on the fears of those humans, I had no idea the area of effect would be so massive." she paused briefly. "...I also did not think we were capable of such things as nightmares."

"Well DUH!" Marfik added, giving the woman a glare of his own. He was about to say more when a soft sob caught his attention and he turned to see Ophiuchus standing there and trembling, looking as pale as death. "...Ophiuchus...?" he asked timidly, reaching out to place a hand on her shoulder, only for her to violently jerk away from his touch. "H-hey, you shouldn't be up..."

Rasalhague gave Cebalrai a pointed glare. "Go fix this." he ordered, and couldn't help feeling slightly satisfied that she mildly shrank away, muttering an apology before teleporting away. When she was gone, he turned to look at Ophiuchus. "Ophiu? You okay?"

Ophiuchus felt like her entire being was going to split in half. Her breathing was erratic and shaky and the voices wouldn't stop, she just wanted them to stop...

And it was with that thought that she opened her mouth and let out a desolate, agonized _scream._ As she screamed, power began to swirl around her, and darkness erupted from her mouth and her eyes. The tower trembled and shook as she kept screaming, a seemingly endless stream of darkness spilling from her. The darkness began to swirl even more before splitting into three separate tendrils - one disappeared, while the other two shot straight for Rasalhague and Marfik.

The two boys gasped in pain and stumbled backwards as their bodies absorbed the darkness, whereas Ophiuchus swayed, seemingly free of it given her normal looking eyes - the same red color as the three members of the Serpens - and then the young girl promptly collapsed, crumpling into a heap on the floor.

* * *

_[eyecatch 1 - A close up of Cure Aries, flames dynamically surrounding her. Eyes narrowed in determination, she looks as if she's going to attack an enemy and she sends off a volley of flames-only for the scene to pan out and reveal Usami and Cure Pisces at campfire, and that Aries is simply building the fire up. Pisces and Usami hold skewers with marshmallows on them and roast them over the fire, while Aries grins and makes herself a s'more, winking playfully at the viewer. The Starshine logo appears in the corner.]_

_[eyecatch 2 - A close up of Cure Pisces, water trails surrounding her. She winks and then spins, sending the water flying out in a fierce attack-and the scene pans out to reveal that she's working as a fountain to a chute-like waterslide (which has a sieve and a bucket at the bottom to catch the water and excess noodles.) Sending water down the chute with one hand and holding a bowl of somen noodles with the other, she adds the noodles to the chute, watching them slide down. Aries and Usami pluck the sliding somen noodles with chopsticks before dipping them in tsuyu sauce. The three of them laugh. The Starshine logo appears in the corner.]_

* * *

Kai had promised Ushio would help out the student council because of her marine life knowledge, but Ushio hadn't done a good job of that. In fact, the second they'd gotten to the aquarium, Ushio had taken advantage of the crowds to duck away, not really sure what she wanted right now. Any other day she'd be leaping for joy at the idea of talking about ocean life, but -

- her heart just wasn't in it today.

She knew the aquarium like the back of her hand by now. She always visited the place, ever since her parents had brought she and Kai here when they were both little. And so Ushio found herself drawn to her favorite part of the aqaurium - the sprawling overhead aquarium tunnel. It was a quiet place, the perfect place to make sense of her thoughts and her confusion. With a sigh, Ushio turned to look at the fish as they swam around. Sturgeons and surgeonfish, scissortails and goodeids, eagle rays and manta rays...

She placed her hand to the glass, watched as a school of clownfish swam past her. She hated the fact she was avoiding people like this, hated the fact she was running away from her problems! It was just a silly nightmare, it shouldn't have mattered so much! But Ushio just couldn't shake it from her mind, and it was no use pretending she didn't know the reason for it. Mei was her closest friend, practically a second sister.

The thought of losing her - the thought of _failing her_ - it just...hurt too much for words.

"Ushio-chan?"

The black haired girl paused for a moment, hands balling into fists out of apprehension - but it was followed by a quiet sigh of relief. It was the tiny voice of Usami - not Kai and definitely not Mei. She kept her gaze on the glass, trying to school her expression into something normal, not trusting herself to speak just yet. Dimly, she realized if Usami was here, it meant no one else was nearby - and the girl wasn't sure whether to be relieved or disappointed by this fact.

Behind her, Usami carefully walked closer. "Ushio-chan? Are you okay?"

It was the one question she _didn't_ want to hear. All at once, she wanted to ask a thousand questions. Why had she been chosen as a Pretty Cure? Why did Mei have to be a Cure too? Why weren't there other Cures out there anymore? Who were the strange people they were fighting against? What were their motives, why did they have to hurt people? If she hadn't become a Cure when she had, what would have happened? Would Mei have died? (A lump began to rise in her throat at this point and Ushio furiously blinked her eyes to stem back the tears that threatened to spill otherwise.) If she hadn't shown up when she had last time, would Mei have been hurt worse? Killed, even? If neither of them had gone to the festival, would everyone there have died?

What if they _couldn't_ be there next time?

What if those strange people weren't just attacking Lucente Bay?

What if something horrible happened next time?

What if Kai's dream came true? Or her own?

...what if she had to watch her best friend die? Her family?

The sound of broken sobbing floated to Ushio's ears and she only realized seconds later it was coming from _her._ She'd sunk to her knees at some point, shoulders shaking as she desperately tried to curl into a ball, hot tears streaming down her cheeks. She could dimly hear Usami trying to calm her somehow, though his attempts only seemed to make him frustrated and upset, and she could hear him starting to cry too. She sobbed again, reached out and held Usami to her chest, and cried.

There was no reason to pretend to be strong right now. There was no one she had to impress, no one she had to protect. And there was simply no avoiding it - she was _scared._ As much as she loved the abilities of being a Pretty Cure, knowing the past that surrounded it only terrified her - if there was evidence of mass death before, who was to say it wouldn't happen again? Would she and Mei die in a horrible battle, leaving nothing but a traumatized Usami and Hirui again?

How was that fair to her family? To Mei's?

She wished they'd never found that stupid Star Capsule. Why did they have to ask about what had happened to the others? It had been completely idiotic of them, foolish beyond belief. It had made them both cry then and it made her cry now and if she was so scared then surely Mei was too, wasn't she?

The mere thought slowly stilled her crying, until there was nothing but the occasional sob and sniffle coming from she and Usami. Of course - of COURSE! What kind of friend was she, assuming she was the only one suffering from this?! Hirui was obviously affected by it, and Usami too! And Mei...

...Mei would hide her worries behind a smile, just like she always did. Ushio had known her long enough to know this as fact, and now her fear had turned to become utter self-hatred. How could she have been so _selfish?_

"A-are you okay now?" Usami hiccuped.

_Was_ she okay? Ushio swallowed hard, rubbing her eyes. "...I'm not sure yet." she answered weakly, cracking a weak smile. This - this was something she and Mei had to tackle together, assuming Mei forgave her for outright avoiding her and ignoring the fact she might be suffering from Usami's revelation. "But thank you for looking for me." she added, ruffling the little bear's head.

"Miyo-chan brought me along today but she dropped me in the crowd when we all got here." Usami supplied helpfully, before pausing. "...And Mei-chan thought you were angry with her over something, so I wanted to see if it was true." His wide-eyed, upturned gaze toward the black haired girl was enough of a question, as was his expectant pause.

Ushio tried not to think about the intense stab of guilt she felt. Oh, she'd have to grovel immensely for this... "I'm not mad." she assured, offering the bear another smile. "I was just..." _Cowardly? Insensitive? Stupid?_ "...scared."

"Did you have a nightmare too?" Usami asked, that wide-eyed gaze never leaving him. When Ushio - too startled to comment on it - nodded, Usami nodded back in understanding. "...I had one about Mama. And the Cures." he admitted, though his tone was distant, and not really all that fearful. It was more than likely a dream he had often, and the faint note of resignation in his tone suggested he'd simply gotten used to it.

Ushio couldn't even imagine the magnitude of _that._ And here she was getting worked up over one nightmare! She wanted to apologize profusely but nothing she could think of seemed adequate - or appropriate. Forcing herself to her feet, Ushio took a deep, shaky breath, about to suggest the two of them find Mei -

- when she felt a sudden chill in the air, followed by Usami letting out a whine that trailed off into a low warning growl. The little bear's ears flattened against his skull, and his fur bristled.

Ushio didn't even wait for the sounds of screaming and chaos, instead reaching for her Star Capsule, expression one of grim determination.

_"Pretty Cure! Wish Upon A Star!"_

* * *

The Lucente Bay aquarium was known for its outdoor exhibit as much as its indoor aquarium tunnel - the hourly performance show with the dolphins was a popular stop, and the allure of the yearly sealife show was the performance in the larger arena - a choreography show with its killer whales, a show that was different every year, and never quite the same twice. Most of the Etoile Academy students had clustered into the larger arena -

- and that was when Cebalrai had appeared on the stage, followed by a tendril of darkness that struck her down the second she'd arrived. Aries recalled being concerned for the woman - she looked like she was in pain! - but any thought of helping her flew right out the window when the woman only rose to her feet with an inhumane grin on her face. The darkness onslaught that followed had resulted in chaos, and she'd only barely managed to duck away and hide long enough to transform.

But she'd been expected - the second she'd made her presence known, Cebalrai had shot several tendrils of darkness at her, restraining her completely and trapping her in a dome that reminded Aries briefly of a birdcage. The red cure scowled as she wriggled fruitlessly, trying to shake off her restraints, while trying not to think about all the lifeless bodies lying around, their Inner Stars floating above their bodies. Occasionally Aries snuck a glance at Cebalrai, feeling her stomach twist more and more in apprehension as she looked at the woman. She'd only seen her once, back when she'd attacked the school but...

...the smile on Cebalrai's face just looked WRONG. She recalled what Ushio had mentioned later - that the woman had barely ever changed her tone, much less changed her expression. Did that darkness that hit her have something to do with it?

...had that darkness affected Rasalhague too?

Aries quietly cursed for even letting her thoughts stray like that - this was a dire situation, why was she thinking about the guy that had refused her help? She shook her head to dispel the mental image of him from her, glaring upward toward Cebalrai, who lounged on the arena stage like a diva too good for anyone surrounding her.

"Why aren't you creating a monster...?" The question left Aries's lips before she could stop herself, and the unsettling grin on Cebalrai's face only grew. Aries paled in fear, especially when Cebalrai shifted into a standing stance - but the woman's focus was elsewhere.

"So she finally arrives," Cebalrai drawled out with a laugh as Pisces ran into the arena, still carrying Usami with her. "Cure Pisces! I've been waiting for you~" she announced, a dark aura crawling around her form.

Pisces didn't even consider Cebalrai's strangeness, her blue eyes widening at the sight of her trapped cure partner. "ARIES!" she cried out as Usami wriggled out of her grasp to run toward the red cure. Pisces gritted her teeth and prepared to follow - only for a blast of dark energy to fire at her, forcing the blue cure to windmill backwards and barely avoid the blast.

"I can't let you do that, Cure Pisces~!" Cebalrai instructed, shaking her finger in a tsk-tsk motion. When Pisces glared at her, Cebalrai only laughed, sweeping out her arms toward the lifeless people all around them. "Ah, you should have witnessed it! All of these foolish people, so wrapped up in their fears! I should have plagued you all with nightmares much sooner, I think~"

"That was YOU?!" the two cures chorused together. Aries looked horrified, whereas Pisces felt like she was five seconds from storming over and punching that smile right off Cebalrai's face.

"Quite a great plan, wasn't it? I learned so much about your fears in the process, Cure Pisces~"

Pisces swore her heart stopped.

Cebalrai smirked and with a grandiose gesture, several of the lifeless bodies began to float upwards, just enough to make Pisces take notice.

Chie. Arata. Miyo and Kouta. Sumire. The members of the Marine Life Club. The student council.

_Kai._

Pisces wasn't sure which of them had screamed - she or Aries - only that it felt like her entire world had fallen out from under her feet. She stumbled backward, heart racing, as she suddenly understood why Aries was trapped and restrained.

Cebalrai was going to kill her.

_And she's going to make me watch._

It should have made her furious. It should have inspired overprotective rage in her. But all she could do was stare helplessly at the woman, tears streaming down her cheeks. "...please don't." she begged, voice wavering. _"Please."_

Cebalrai laughed at her. "Look at you, you coward! Completely powerless - the second you think you can't win, you just give up!"

_She's right, I'm not strong at all, she's going to take everything away from me and I can't handle it and I'm going to watch Mei die and she's going to kill me and - _

"SHUT UP!"

Pisces looked over at Aries in surprise, as did Cebalrai. The red cure looked absolutely _livid._

"JUST - SHUT UP!" Aries continued, angry tears streaming down her cheeks, face flushed in anger. "Stop - stop talking about Pisces like that! _Stop saying she's a coward!_"

Pisces stared.

"Stop acting like she shouldn't be scared! She - she has every right to be scared right now! I - I'm scared too! I'm so scared I don't think I could move even if I could! I'm scared of dying or losing all my friends or never seeing my mama and papa again! _But I want to keep fighting anyways!_"

Pisces felt her breath catch. Their feelings were the same. They were both terrified and yet -

"Because it's the right thing to do! Because no one else can do it! Because all the people here are important to me and I want to protect all of them! But it doesn't mean it's not scary! So I won't stand for it - I won't stand for you belittling my best friend's bravery!"

Cebalrai's eyes narrowed and she fired off another blast of dark energy - this time aimed at Aries. Pisces was too far away to even be able to intercept it -

- but Usami was there and with a burst of light, the little bear created a shield to take the brunt of the damage, shielding the red cure from harm.

For several seconds, there was silence. Pisces let her friend's words sink in. It was all right to be scared, it was all right to feel like their next battle might be their last. But Mei was right - there were people she wanted to protect too, no matter how scared she was. And with that resolve, Pisces's hands balled into fists. When she looked up at Cebalrai, there was nothing but steely determination in her blue eyes.

It was all the warning the other woman got.

In the next instant, she'd practically flown at Cebalrai, viciously uppercutting Cebalrai in the stomach before the woman could even think about blinking, much less dodging. The woman was knocked clear off the stage, hurtling into the bleachers, before retaliating with a mass of darkness tendrils, all aimed at the blue cure. Pisces weaved through the crowd of attacks to punch at Cebalrai again, her fist meeting Cebalrai's and the resulting impact blasting them both back.

Cebalrai dragged herself to her feet and snapped her fingers, creating a Darkness Jar to collect the various Inner Stars with. Pisces let out a wordless shout of retaliation before charging at the woman again - and the resulting explosion of darkness tendrils kept her too far away from getting rid of the jar herself. For every tendril she smacked away, two more came up in its place, and several ensnared themselves around her arms and legs to disrupt her balance and send her careening into the ground hard.

But she kept getting back on her feet and fighting, no matter how much it hurt, no matter how futile it seemed.

"You failed, Cure Pisces." Cebalrai stated as the last of the stars were sealed in the jar.

_"NO I HAVEN'T!"_

A burst of blue light erupted from Pisces's star brooch, reforming as a trident nearly as tall as she was. The shaft was blue and the trident three pronged, however the other side was sharpened to a spear point, allowing her to attack from both ends if need be. Like Aries, she couldn't find it in her to question this development, and instead used this new appearance to her advantage, using her weapon to slice through the crowd of dark tendrils like a hot knife through butter. Clearing the crowd with ease, she raced for Cebalrai, who vainly tried to send another crowd of darkness tendrils at her, but Pisces only gritted her teeth, stabbing the trident end into the writhing mass of darkness, and used the momentum to vault herself forward and up, delivering a devastating kick to Cebalrai's jaw.

The darkness tendrils waned and vanished. All that was left was the Darkness Jar, and an experimental stab with her trident yielded no results. With Cebalrai still seeing stars and Aries still trapped, Pisces knew she had to do this herself. With a deep breath, the blue cure concentrated, focusing on everyone important to her, on all the bodies Cebalrai had shown her.

Her trident vanished as quickly as it had appeared and just like that very first time, back when she and Usami had been confronted by Marfik, Pisces could feel power building inside of her. "Pretty Cure..." she began, as water tendrils began to hover around her "...Aqua Rush!" A massive burst of water fired out of her hands, destroying the Darkness Jar and setting all the stars inside of it free, and Pisces allowed herself a small smile of victory - just before she turned on her heel to look at Cebalrai.

Cebalrai wordlessly forced herself to her feet, glaring at Pisces the whole while. _"This isn't over."_ she hissed before vanishing, Aries being freed as the woman vanished to parts unknown

The blue cure barely had time to comprehend everything that had happened when there was an excited cry from behind her. She turned - and was greeted with a joyous hug from Aries, who was sobbing in relief. "U-Ushio-chan, I'm so glad you're okaaayyyyy!" Aries said, burying her face into Pisces's shoulder. Usami sobbed in relief as well - and Pisces felt a lump in her throat again, eyes misting over with tears.

"C-c'mon guys, you're gonna make me cry again..."

"B-but I'm just so happy!"

Pisces sniffled, hugging her friends back, and smiled through the tears. It had been scary, but they were all right now.

And that was all that mattered.

* * *

Tachibana Teahouse was quite the popular after school spot, but with school being canceled for the rest of the week yet again, the Teahouse had lost its regular customers. Despite this, Chie Tachibana anxiously gazed at the front door every few minutes while she brewed a new pot of tea. The emptiness of the Teahouse didn't bother her - with Lucente Bay being as quiet as it was and the tourists more attracted to the casinos and moneymaking areas, there were plenty of times it had been quiet and dull.

No, she was anxious for another reason...

When the bell chimed to announce new visitors, Chie instinctively looked over - and grinned. "Kimura-san! Mabataki-san!" she greeted cheerfully, ushering Arata and Sumire over to a table. In several moments, she'd brought over a pot of tea and some cookies, before she primly took a seat at the table as well. "I was worried neither of you was going to show up!"

Arata's brows creased in irritation. "I'm not that unreliable, you know..." he muttered, before frowning. "So what were you so gung-ho about over the phone anyways?"

Chie paused thoughtfully - then looked over at Sumire. "This was Mabataki-san's idea." she said with an encouraging smile.

Sumire fumbled with her skirt briefly, carefully deliberating her words. With a shaky breath, the green haired girl finally looked up at the other two, expression as serious as the timid girl could make it. "This may sound crazy, but..." A pause. "I-I think Hidama-san and Hoshizora-san are those Pretty Cure we keep hearing about."

* * *

**ED:** "Twinkle Twinkle" - Yui Horie

* * *

**ON THE NEXT EPISODE:**

Usami: A-ah! I still didn't get to explain things!  
Mei: ...don't worry, that's what next episode is for, Usami!  
Usami: Uwaaah, you sure?  
Mei: ...maybe...?  
Ushio: Bah, who cares about that? After this episode, we totally need something relaxing!  
Mei: Ah! We could take the ferry to Yobaiboshi, there's a new mall that just opened up!  
Ushio: Sounds like a plan! We can invite Arata and the others too~  
Usami: ...your friends are acting kind of weird though...  
Mei: Hnnn, I hope it's not anything bad! A-anyways! Next time on Starshine! Pretty ✰ Cure: **A shopping excursion! We won't let you hurt our friends!** Don't forget to make a wish next time too!


End file.
